<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(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 quarterly period ended to
----------------------- ---------------------
Commission File No. 0-20234
--------------------
Today's Man, Inc.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Pennsylvania 23-1743137
- -------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
835 Lancer Drive, Moorestown, NJ 08057
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number 609-235-5656
--------------------------------------------------
Not Applicable
- -------------------------------------------------------------------------------
Former name, former address and former fiscal year,
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, and (2) has been subject to such filing
requirements for the past 90 days.
YES X NO
-------------- --------------
10,861,005 common shares were outstanding as of June 14, 1996.
<PAGE>
TODAY'S MAN, INC.
INDEX
PART I. FINANCIAL INFORMATION:
Item 1. Condensed Financial Statements - Unaudited
<TABLE>
<CAPTION>
PAGE
<S> <C>
Consolidated Balance Sheets
May 4, 1996 and February 3, 1996................................................................1
Consolidated Statements of Operations
Thirteen weeks ended May 4, 1996 and April 29, 1995.............................................2
Consolidated Statements of Cash Flows
Thirteen weeks ended May 4, 1996 and April 29, 1995.............................................3
Notes to Consolidated Financial Statements....................................................4-6
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations...................................................................................7-9
</TABLE>
PART II. OTHER INFORMATION
<TABLE>
<S> <C>
Item 1. Legal Proceedings.............................................................................10
Item 2. Changes in Securities.........................................................................10
Item 3. Defaults Upon Senior Securities...............................................................10
Item 4. Submission of Matters to a Vote of Security Holders...........................................10
Item 5. Other Information............................................................................ 10
Item 6. Exhibits and Reports on Form 8-K............................................................. 10
Signatures....................................................................................11
</TABLE>
<PAGE>
TODAY'S MAN, INC.
(Debtor-In-Possession)
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS MAY 4, 1996 FEB. 3, 1996
----------- ------------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 3,313,800 $ 1,385,400
Due from credit card companies and
other receivables 3,010,600 2,973,600
Refundable income taxes 6,016,000 6,016,000
Inventory 32,331,600 35,465,800
Prepaid expenses and other current assets 3,910,200 2,413,200
Prepaid inventory purchases 3,244,000 4,324,500
------------ -----------
Total current assets 51,826,200 52,578,500
Property and equipment, less accumulated
depreciation and amortization 34,457,300 35,530,500
Loans to shareholders 228,400 228,400
Rental deposits and other noncurrent assets 10,397,700 9,865,100
----------- -----------
$96,909,600 $98,202,500
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Trade accounts payable $ 3,058,600 $ 2,543,700
Accrued expenses and other current liabilities 5,529,700 3,085,700
Income taxes payable - 30,700
Current maturities of capital lease obligations 2,134,600 2,134,600
----------- -----------
Total current liabilities 10,722,900 7,794,700
Capital lease obligations 2,915,400 3,343,400
Deferred taxes and other 4,310,200 4,111,500
Liabilities subject to settlement 62,103,800 61,886,900
----------- -----------
80,052,300 77,136,500
Shareholders' equity:
Preferred stock, no par value, 5,000,000 shares
authorized, none issued
Common stock, no par value, 20,000,000 shares
authorized, 10,861,005 shares
issued and outstanding 38,269,100 38,269,100
Retained earnings (deficit) (21,411,800) (17,203,100)
----------- -----------
Total shareholders' equity 16,857,300 21,066,000
----------- -----------
$96,909,600 $98,202,500
=========== ===========
</TABLE>
See accompanying notes
1
<PAGE>
TODAY'S MAN, INC.
(Debtor-In-Possession)
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
FOR THIRTEEN WEEKS ENDED
MAY 4, 1996 APR. 29, 1995
----------- -------------
<S> <C> <C>
Net sales $46,397,400 $57,724,700
Cost of goods sold 33,179,800 37,420,500
----------- -----------
Gross profit 13,217,600 20,304,200
----------- -----------
Selling, general and administrative expenses 16,098,000 19,507,100
----------- -----------
(Loss)/income from operations (2,880,400) 797,100
Reorganization items:
Professional fees 1,326,100 -
Interest income (40,400) -
----------- -----------
Net reorganization items 1,285,700 -
Interest expense and other income, net 42,600 529,700
----------- -----------
(Loss)/income before income taxes (4,208,700) 267,400
Income taxes - 93,600
----------- -----------
Net (loss)/income $(4,208,700) $ 173,800
----------- -----------
Net (loss)/income per share $ (0.39) $ 0.02
=========== ============
Weighted average shares outstanding 10,861,005 10,830,704
</TABLE>
See accompanying notes
2
<PAGE>
TODAY'S MAN, INC.
(Debtor-In-Possession)
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
FOR THIRTEEN WEEKS ENDED
MAY 4, 1996 APR. 29, 1995
----------- -------------
<S> <C> <C>
Operating activities:
Net (loss) income $ (4,208,700) $ 173,800
Adjustments to reconcile net (loss) income
to net cash provided by (used in)
operating activities:
Depreciation and amortization 1,352,000 1,140,300
Deferred credits and other 198,700 445,000
Changes in operating assets and liabilities:
Increase in receivables (37,000) (121,600)
Decrease in inventory 3,134,200 148,500
Increase in prepaid expenses (416,500) (441,400)
(Increase) decrease in rental deposits and other
non current assets (532,600) 589,200
Increase (decrease) in payables, accrued
expenses and liabilities subject to settlement 3,145,100 (6,979,500)
----------- -----------
Total adjustments 6,843,900 (5,219,500)
----------- -----------
Net cash provided by (used in) operating activities 2,635,200 (5,045,700)
Investing activities:
Capital expenditures (278,800) (8,377,600)
Shareholder loans - (19,800)
----------- -----------
Net cash used in investing activities (278,800) (8,397,400)
Financing activities:
Borrowings under pre-petition revolving
credit facility - 65,666,100
Subordinated loan from majority shareholder - 5,000,000
Repayment of pre-petition debt - (52,425,800)
Repayment of capital leases (428,000) (455,000)
Proceeds from exercise of stock options - 77,300
----------- -----------
Net cash (used in) provided by financing activities (428,000) 17,862,600
Net increase in cash and cash equivalents 1,928,400 4,419,500
Cash and cash equivalents at beginning of period 1,385,400 1,092,100
----------- -----------
Cash and cash equivalents at end of period $ 3,313,800 $ 5,511,600
=========== ===========
</TABLE>
See accompanying notes
3
<PAGE>
TODAY'S MAN, INC.
(Debtor-In-Possession)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Chapter 11 Proceedings
On February 2, 1996 Today's Man, Inc. ( "the Company") and certain of its
subsidiaries filed voluntary petitions in the United States Bankruptcy
Court for the District of Delaware (the "Bankruptcy Court") seeking to
reorganize under Chapter 11 of the U.S. Bankruptcy Code. Under Chapter 11,
certain claims against the Company in existence prior to the filing of the
petition for relief under federal bankruptcy law are stayed while the
Company continues business operations as debtor-in-possession. These claims
are reflected in the accompanying Consolidated Balance Sheet as
"liabilities subject to settlement." Additional claims may arise subsequent
to the filing of the Chapter 11 petitions resulting from further rejection
of certain executory contracts and unexpired leases and from the
determination by the Court (or agreed to by the parties in interest) of
allowed claims for contingencies and other disputed amounts. Claims secured
against the Company's assets are also stayed, although the holders of such
claims may move the Court for relief from the stay. Secured claims may be
asserted against the Company's accounts receivable, intangible assets and
certain fixed assets. One subsidiary was not included in the Chapter 11
filings. The results of its operations and financial position are not
material to the consolidated financial statements.
On March 11, 1996 by order of the Bankruptcy Court, the Company received
final approval for a $20 million Debtor-In-Possession Revolving Credit
Facility (the "DIP Facility") with The CIT Group/ Business Credit, Inc. The
DIP Facility permits borrowings of up to $20 million, including a letter of
credit sublimit of $15.0 million, through the earlier of February 13, 1998
or the date of substantial consummation of a plan of reorganization.
Borrowings under the DIP Facility will be subject to availability under a
borrowing base formula. Interest is payable monthly at the prime rate plus
0.5%. The Company had no borrowings under this DIP Facility during the
quarter ended May 4, 1996. Loans under the DIP Facility will have a
superpriority administrative expense claim status under the Bankruptcy
Code, subject to certain exceptions.
The accompanying consolidated financial statements have been prepared in
accordance with generally accepted accounting principles applicable to a
company on a "going concern" basis, which, except as otherwise noted,
contemplates the realization of assets and the liquidation of liabilities
in the ordinary course of business; however, as a result of the Chapter 11
proceedings, and circumstances relating to this event, including the
Company's debt structure, its recent operating losses, and current economic
conditions, such realization of assets and liquidation of liabilities are
subject to significant uncertainties. These conditions raise substantial
doubt about the Company's ability to continue as a going concern. As a
result of the reorganization proceedings, the Company may settle or
otherwise dispose of assets and liquidate or settle liabilities for amounts
different from those reflected in the consolidated financial statements.
Further, a plan of reorganization, as finally approved by the Bankruptcy
Court, could materially change the currently recorded amounts. These
financial statements do not reflect further adjustments to the carrying
value of assets and the amounts and classifications of liabilities or
shareholders' equity that might be necessary as a consequence of these
bankruptcy proceedings.
4
<PAGE>
TODAY'S MAN, INC.
(Debtor-In-Possession)
NOTES TO FINANCIAL STATEMENTS (Continued)
Events completed in relation to the Company's ongoing operational
restructuring include the closing of ten underperforming locations and its
outlet center and reductions in store operating expenses and corporate
overhead. Additional components of the operational restructuring include
ongoing evaluation of store operations, review of both corporate and store
expenses and a refocusing of the Company's merchandising and marketing
strategies.
Since the commencement of the Chapter 11 filing, the Company has had the
exclusive right to file a plan of reorganization. The period of exclusivity
granted to the Company has been extended and is now scheduled to expire on
September 2, 1996. It is expected that the Company will seek and receive a
further extension of the period of exclusivity if it is not able to file a
plan of reorganization by September 2, 1996, all within the discretion of
the Bankruptcy Court which also could elect not to extend such period of
exclusivity.
2. Basis of Financial Statement Presentation
The accompanying unaudited consolidated financial statements, which include
the accounts of the Company and its wholly owned subsidiaries, have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. All significant intercompany
transactions and accounts have been eliminated in consolidation. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Due to the seasonal nature of the Company's sales and the Chapter 11
filing, operating results for the interim period are not necessarily
indicative of results that may be expected for the fiscal year ending
February 1, 1997. For further information, refer to the financial
statements and footnotes thereto which are included in the Company's Annual
Report on Form 10-K for the fiscal year ended February 3, 1996.
3. Restricted Cash
The Company, in connection with the November 1995 Amendment and Restatement
of its Credit Agreement (the "Amended and Restated Credit Agreement"),
granted the bank lenders a security interest in certain non-inventory
assets. Included in cash and cash equivalents is approximately $1.0 million
representing the proceeds from receivables related to pre-petition credit
card sales which has been segregated from the Company's operating assets
and held in a restricted account for the potential benefit of the bank
lenders if it is ultimately determined that they have valid liens.
4. Use of Estimates
In addition to the uncertainties related to the Chapter 11 proceedings the
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect amounts reported in the financial statements and accompanying
notes. Actual results could differ from those estimates.
5
<PAGE>
TODAY'S MAN, INC.
(Debtor-In-Possession)
NOTES TO FINANCIAL STATEMENTS (Continued)
On an annual basis, inventory and cost of sales amounts are based on actual
costs. In prior years, for purposes of interim reporting, these amounts
were based on the Company's annualized estimated gross profit percentage.
As a result of the uncertainty of the Company's current operating
environment, 1996 interim inventory and cost of sales amounts are based on
actual costs for the quarter. Historically, actual margins were lower in
the first quarter and higher in the second and third quarter relative to
amounts reported under the prior method. The Company believes this change
will have no impact on annual results.
5. Income Taxes
The Company's fiscal 1995 loss will be carried back and is expected to
generate a refund of previously paid taxes of approximately $5,800,000. The
bank lenders have, under the terms of the Amended and Restated Credit
Agreement, asserted a lien on the amounts of such refunds. While the
Company believes this assertion is without merit, if the lenders were
successful any refund would be applied as a reduction of the Company's
pre-petition liability to the lender.
There are no additional taxes paid in prior years which are available for
refund. As such, the remaining net operating loss carryforward of
$18,992,400 and AMT credit carryforward of $394,000 are available to offset
future tax liabilities, subject to any applicable limitations under
Internal Revenue Code section 382. The first quarter increase of
$16,831,400 in the net operating loss carryforward is caused by the
timing of the recognition expenses related to store closings for tax
purposes. These carryforwards have been fully offset by a valuation
allowance due to the uncertainty of realizing their benefits.
6. Reclassification
Certain amounts in the April 29, 1995 consolidated financial statements
have been reclassified to conform with current period presentation.
7. Investment Considerations
In analyzing whether to make, or to continue, an investment in the Company,
investors should consider, among other factors, certain investment
considerations more particularly described in "Item 1: Business -
Investment Considerations" in the Company's Annual Report on Form 10-K for
the year ended February 3, 1996, a copy of which can be obtained upon
written request to Mr. Frank E. Johnson, Chief Financial Officer, Today's
Man, Inc., 835 Lancer Drive, Moorestown, New Jersey 08057.
6
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS:
On February 2, 1996 Today's Man, Inc. ("the Company") and certain of its
subsidiaries filed voluntary petitions in the United States Bankruptcy Court for
the District of Delaware (the "Bankruptcy Court") seeking to reorganize under
Chapter 11 of the U.S. Bankruptcy Code.
The consolidated financial statements have been presented on the basis that the
Company is a going concern, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business. As a result of the
Chapter 11 filing and circumstances relating to this event, realization of
assets and satisfaction of liabilities is subject to uncertainty. A plan of
reorganization could materially change the amounts reported in the accompanying
consolidated financial statements, which do not give effect to all adjustments
to the carrying values of assets and liabilities which may be necessary as a
consequence of a plan of reorganization. The ability of the Company to continue
as a going concern is dependent on, among other things, approval of an
acceptable plan of reorganization, future profitable operations, compliance with
the DIP Facility and the ability to generate sufficient cash from operations and
obtain financing sources to meet future obligations, all of which are uncertain.
These conditions raise substantial doubt about the Company's ability to continue
as a going concern.
Events completed in relation to the Company's ongoing operational restructuring
include the closing of ten underperforming locations and its outlet center and
reductions in store operating expenses and corporate overhead. Additional
components of the operational restructuring include ongoing evaluation of store
operations, further review of both corporate and store expenses and a refocusing
of the Company's merchandising and marketing strategies.
The following table sets forth, as a percentage of net sales, certain items
appearing in the statements of operations for the thirteen week periods ended
May 4, 1996 and April 29, 1995, respectively.
PERCENTAGE OF NET SALES
THIRTEEN WEEKS ENDED
MAY 4, APR. 29,
1996 1995
-----------------
Net sales 100.0% 100.0%
Cost of goods sold 71.5 64.8
----- -----
Gross profit 28.5 35.2
Selling, general and administrative expenses 34.7 33.8
---- -----
(Loss) income from operations (6.2) 1.4
Reorganization expenses 2.9 -
Interest expense and other income, net - 0.9
----- -----
(Loss) income before income taxes (9.1) 0.5
Income tax (benefit) provision - 0.2
----- -----
Net (loss) income (9.1)% 0.3%
===== =====
7
<PAGE>
THIRTEEN WEEKS ENDED MAY 4, 1996 AND APRIL 29, 1995:
NET SALES. Net sales decreased $11,327,300 or 19.6% in the first quarter of
fiscal 1996 compared to the year ago period. Comparative store sales decreased
14.7% for the quarter. The decline in sales was attributable to the closing of
ten underperforming locations in the greater Chicago, New York, Washington, D.C.
markets and the Florida outlet location and a difficult retail environment and
merchandise disruptions caused by the Chapter 11 proceedings. There were 25
superstores in operation at May 4, 1996, compared to 33 superstores at April 29,
1995.
GROSS PROFIT. Gross profit as a percentage of net sales decreased to 28.5% for
the first quarter of fiscal 1996 from 35.2% in the year ago period. The decrease
in gross profit was attributable to markdowns taken to clear inventory from the
closed locations as well as from a change in the interim inventory reporting
practice employed by the Company as more fully described in Note 4 to the
Financial Statements.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses decreased $3,409,100 or 17.5% in the first quarter of
fiscal 1996, and increased as a percentage of sales to 34.7% from 33.8% in the
first quarter of fiscal 1995. The dollar decrease was the result of the cost
savings obtained by closing eleven locations. Store payroll, occupancy and
advertising costs decreased by $3,400,500 or 24.7% in the first quarter of
fiscal 1996, and represented 22.4% of sales compared with 23.9% of sales for the
year ago period.
INTEREST EXPENSE, INTEREST INCOME AND OTHER EXPENSE, NET. Interest expense,
interest income and other expense, net, decreased by $527,500 from the first
quarter of fiscal 1995. This decrease is a result of the stay imposed pursuant
to the Chapter 11 filing which precludes the payment of principal and interest
on pre-petition obligations during the reorganization period.
REORGANIZATION ITEMS. Reorganization items consist of legal and accounting fees
incurred by the Company and the official Creditors' Committee appointed by the
U. S. Trustee to represent the interest of the unsecured creditors in the
bankruptcy proceedings.
8
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
Under Chapter 11, actions to enforce certain claims against the Company are
stayed if the claims arose, or are based on, events that occurred on or before
the petition date of February 2, 1996. The ultimate terms of settlement of these
claims will be determined in accordance with a plan of reorganization which
requires the approval of the impaired prepetition creditors and shareholders and
confirmation by the Bankruptcy Court. Additional claims may arise subsequent to
the filing of the Chapter 11 petitions resulting from further rejection of
certain executory contracts and unexpired leases and from the determination by
the Court (or agreed to by the parties in interest) of allowed claims for
contingencies and other disputed amounts. The ultimate resolution of such
liabilities, all of which are subject to compromise, will be part of a plan of
reorganization.
Until a plan of reorganization is confirmed by the Bankruptcy Court, only such
payments on prepetition obligations that are approved or required by the
Bankruptcy Court will be made. Except for payments for property and equipment
under lease, principal and interest payments on prepetition debt have not been
made since the filing date and will not be made without the Bankruptcy Court's
approval or until a plan of reorganization, defining the repayment terms, has
been confirmed by the Bankruptcy Court. There is no assurance at this time that
a plan of reorganization will be proposed by the Company or if a proposed plan
will be approved or confirmed by the Bankruptcy Court.
The Company's primary sources of working capital are cash flow from operations
and borrowings under its DIP Facility. At May 4, 1996, the Company had working
capital of $41,103,300 as compared with $44,783,800 at February 3, 1996. This
decrease in working capital was due to a decrease in inventory levels
commensurate with the closing of ten underperforming stores and one outlet store
in the first quarter of 1996.
On March 11, 1996 by order of the Bankruptcy Court, the Company received final
approval for a $20 million Debtor-In-Possession Revolving Credit Facility (the
"DIP Facility") with The CIT Group / Business Credit, Inc. The DIP Facility
permits borrowings of up to $20 million, including a letter of credit sublimit
of $15 million, through the earlier of February 13, 1998 or the date of
substantial consummation of a plan of reorganization. Borrowings under the DIP
Facility will be subject to availability under a borrowing base formula.
Interest is payable monthly at the bank's prime rate plus 0.5%. The Company had
no borrowings under this DIP Facility during the quarter ended May 4, 1996.
Loans under the DIP Facility will have a superpriority administrative expense
claim status under the Bankruptcy Code, subject to certain exceptions.
Inherent in a successful plan of reorganization is a capital structure which
permits the Company to generate sufficient cash flow after reorganization to
meet its restructured obligations and fund the current obligations of the
reorganized Company. Under the Bankruptcy Code, the rights of and ultimate
payment to prepetition creditors may be substantially altered and, as to some
classes, eliminated. At this time, it is not possible to predict the outcome of
the Chapter 11 filing, in general, or its effects on the business of the Company
or on the interests of creditors or shareholders.
The Company believes that the sources of capital described above and internally
generated funds will be adequate to meet the Company's anticipated needs through
fiscal 1996; however as a result of the Company's Chapter 11 proceedings and its
other events described above, no assurance can be given with respect to the
Company's liquidity. Upon emergence from the Chapter 11 proceedings, the Company
will need to replace the DIP Facility with a suitable financing structure to
meet its plan of reorganization.
9
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
On February 2, 1996 Today's Man, Inc. ( "the Company") and certain of its
subsidiaries filed voluntary petitions in the United States Bankruptcy Court for
the District of Delaware (the "Bankruptcy Court") seeking to reorganize under
Chapter 11 of the U.S. Bankruptcy Code. See Item 1. "Business - Chapter 11
Proceedings."
The U. S. Bankruptcy Court has entered an order fixing September 3, 1996 as the
bar date for filing proofs of claim in the Chapter 11 cases and approving the
procedure, form and manner of the notice of the bar date. Equity security
holders need not file any proof of interest on account of such equity interest.
Item 2. Changes in Securities
None - not applicable
Item 3. Defaults Upon Senior Securities
None - not applicable
Item 4. Submission of Matters to a Vote of Shareholders
None - not applicable
Item 5. Other Information
None - not applicable
Item 6. Exhibits and Reports on Form 8-K
Exhibits
Reports on Form 8-K
Date of Report Item Reported Description
-------------- ------------- -----------
February 2, 1996 Item 3 and Item 5 Chapter 11 Filing, Store Closings
March 11, 1996 Item 5 DIP Facility Approval
10
<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.
TODAY'S MAN, INC.
(Registrant)
Date: June 17, 1996 /S/DAVID FELD
David Feld
Chairman of the Board and
Chief Executive Officer
Date: June 17, 1996 /S/FRANK E. JOHNSON
-------------------
Frank E. Johnson
Vice President, Chief Financial
Officer and Treasurer
Principal Financial Officer
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Statement of Financial Condition at May 4, 1996 (Unaudited) and
the Consolidated Statement of Operations for the Thirteen Weeks ended May 4,
1996 (Unaudited) and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> FEB-01-1997
<PERIOD-END> MAY-04-1996
<CASH> 3,318,800
<SECURITIES> 0
<RECEIVABLES> 9,026,600
<ALLOWANCES> 0
<INVENTORY> 32,331,600
<CURRENT-ASSETS> 51,826,200
<PP&E> 64,700,279
<DEPRECIATION> 30,242,941
<TOTAL-ASSETS> 96,909,600
<CURRENT-LIABILITIES> 10,722,900
<BONDS> 0
0
0
<COMMON> 38,269,100
<OTHER-SE> (21,411,800)
<TOTAL-LIABILITY-AND-EQUITY> 96,909,600
<SALES> 46,397,400
<TOTAL-REVENUES> 46,397,400
<CGS> 33,179,800
<TOTAL-COSTS> 33,179,800
<OTHER-EXPENSES> 17,383,700
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 42,600
<INCOME-PRETAX> (4,208,700)
<INCOME-TAX> 0
<INCOME-CONTINUING> (4,208,700)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,208,700)
<EPS-PRIMARY> (0.39)
<EPS-DILUTED> (0.39)
</TABLE>
