<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(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 2, 1998
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: 1-12552
THE TALBOTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 41-1111318
- ------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
175 Beal Street, Hingham, Massachusetts 02043
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(781) 749-7600
----------------------------------------------------
(Registrant's telephone number, including area code)
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.
Outstanding as of
Class June 4, 1998
Common Stock, $0.01 par value 32,040,476
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INDEX TO FORM 10-Q
PAGE
PART I. FINANCIAL INFORMATION
Item 1: Financial Statements
Condensed Consolidated Statements of Earnings
for the Thirteen Weeks Ended May 2, 1998
and May 3, 1997........................................ 3
Condensed Consolidated Balance Sheets as of
May 2, 1998, January 31, 1998 and May 3, 1997.......... 4
Condensed Consolidated Statements of Cash Flows
for the Thirteen Weeks Ended May 2, 1998
and May 3, 1997........................................ 5
Notes to Condensed Consolidated Financial
Statements............................................. 6-8
Item 2: Management's Discussion and Analysis of Financial
Condition and Results of Operations.................... 9-12
PART II. OTHER INFORMATION
Item 6: Exhibits and Reports on Form 8-K.............................. 13
2
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PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
THE TALBOTS, INC. AND SUBSIDIARIES
--------------------------------------------------------------------------
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
FOR THE THIRTEEN WEEKS ENDED MAY 2, 1998 AND MAY 3, 1997
(Amounts in thousands except per share data)
--------------------------------------------------------------------------
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
------------------------
MAY 2, MAY 3,
1998 1997
-------- --------
<S> <C> <C>
NET SALES $271,475 $240,742
COSTS AND EXPENSES
Cost of sales, buying and occupancy 163,286 144,164
Selling, general and administrative 82,101 68,567
-------- --------
OPERATING INCOME 26,088 28,011
INTEREST EXPENSE - net 2,452 1,201
-------- --------
INCOME BEFORE TAXES 23,636 26,810
INCOME TAXES 9,100 10,322
-------- --------
NET INCOME $ 14,536 $ 16,488
======== ========
NET INCOME PER SHARE - BASIC $ 0.45 $ 0.50
======== ========
NET INCOME PER SHARE - ASSUMING DILUTION $ 0.45 $ 0.50
======== ========
WEIGHTED AVERAGE NUMBER OF SHARES OF
COMMON STOCK OUTSTANDING - BASIC 32,014 32,902
======== ========
WEIGHTED AVERAGE NUMBER OF SHARES OF
COMMON STOCK OUTSTANDING - ASSUMING DILUTION 32,014 33,009
======== ========
CASH DIVIDENDS PER SHARE $ 0.11 $ 0.09
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
3
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THE TALBOTS, INC. AND SUBSIDIARIES
- --------------------------------------------------------------------------------
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
MAY 2, 1998, JANUARY 31, 1998 AND MAY 3, 1997
(Dollar amounts in thousands)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
MAY 2, JANUARY 31, MAY 3,
1998 1998 1997
-------- -------- --------
<S> <C> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 22,591 $ 10,680 $ 10,720
Customer accounts receivable - net 95,463 97,092 92,943
Merchandise inventories 189,187 195,078 184,230
Deferred catalog costs 6,193 11,860 7,328
Due from affiliates 11,670 8,568 4,954
Deferred income taxes 8,776 6,862 3,444
Prepaid and other current assets 21,845 30,262 24,781
-------- -------- --------
TOTAL CURRENT ASSETS 355,725 360,402 328,400
PROPERTY AND EQUIPMENT - NET 179,732 182,610 171,856
GOODWILL - NET 40,553 40,888 41,896
INTANGIBLES - NET 442 589 1,489
TRADEMARKS - NET 84,825 85,421 87,209
DEFERRED INCOME TAXES 3,308 6,523 8,426
-------- -------- --------
TOTAL ASSETS $664,585 $676,433 $639,276
======== ======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable to banks $ 40,000 $100,000 $ 49,000
Accounts payable 36,210 58,010 34,308
Accrued liabilities 58,662 57,291 44,696
Income taxes payable 6,221 -- 7,939
-------- -------- --------
TOTAL CURRENT LIABILITIES 141,093 215,301 135,943
LONG-TERM DEBT 100,000 50,000 50,000
DEFERRED RENT UNDER LEASE COMMITMENTS 15,240 14,666 13,538
STOCKHOLDERS' EQUITY:
Common stock, $0.01 par value; 40,000,000 authorized;
35,190,979 shares, 34,955,179 shares and 34,929,592
shares issued, respectively, and 32,039,978 shares,
31,805,415 shares and 32,726,605 shares
outstanding, respectively 352 350 349
Additional paid-in capital 290,932 287,407 286,910
Retained earnings 210,694 199,657 220,959
Cumulative foreign currency translation adjustment (1,547) (1,998) (1,309)
Restricted stock awards (3,758) (529) (1,005)
Treasury stock, at cost; 3,151,001 shares, 3,149,764
shares and 2,202,987 shares, respectively (88,421) (88,421) (66,109)
-------- -------- --------
TOTAL STOCKHOLDERS' EQUITY 408,252 396,466 439,795
-------- -------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $664,585 $676,433 $639,276
======== ======== ========
</TABLE>
See notes to condensed consolidated financial statements.
4
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THE TALBOTS, INC. AND SUBSIDIARIES
- --------------------------------------------------------------------------------
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THIRTEEN WEEKS ENDED MAY 2, 1998 AND MAY 3, 1997
(In thousands)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
------------------------
MAY 2, MAY 3,
1998 1997
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 14,536 $ 16,488
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 10,260 9,087
Deferred rent 572 581
Amortization of restricted stock awards 344 159
Loss on disposal of property and equipment 263 106
Deferred income taxes 1,301 (1,197)
Changes in current assets and liabilities:
Customer accounts receivable 1,643 4,316
Merchandise inventories 5,989 (23,086)
Deferred catalog costs 5,667 2,238
Due from affiliates (3,102) 24
Prepaid and other current assets 8,744 (1,666)
Accounts payable (21,812) (20,341)
Accrued liabilities 1,331 (3,984)
Income taxes payable 6,221 7,939
-------- --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 31,957 (9,336)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment (6,565) (9,146)
Proceeds from disposal of property and equipment 1 --
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (6,564) (9,146)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
(Payments) borrowings under notes payable to banks (60,000) 25,000
Borrowings of long-term debt 50,000 --
Proceeds from options exercised -- 30
Proceeds from issuance of restricted stock 2 --
Cash dividend (3,499) (2,962)
Purchase of treasury stock -- (5,230)
-------- --------
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES (13,497) 16,838
-------- --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH 15 16
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 11,911 (1,628)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 10,680 12,348
-------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 22,591 $ 10,720
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
5
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THE TALBOTS, INC. AND SUBSIDIARIES
- --------------------------------------------------------------------------------
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
- --------------------------------------------------------------------------------
1. OPINION OF MANAGEMENT
With respect to the unaudited condensed consolidated financial
statements set forth herein, it is the opinion of management of The
Talbots, Inc. and its subsidiaries (the "Company") that all
adjustments, which consist only of normal recurring adjustments,
necessary to present a fair statement of the results for such interim
periods, have been included. These financial statements should be read
in conjunction with the Company's audited consolidated financial
statements for the year ended January 31, 1998, included in the
Company's Annual Report on Form 10-K filed with the Securities and
Exchange Commission. All significant intercompany accounts and
transactions have been eliminated.
The January 31, 1998 condensed consolidated balance sheet
amounts have been derived from the Company's audited consolidated
balance sheet accounts.
2. NEW ACCOUNTING PRONOUNCEMENTS
For the fiscal period ended January 31, 1998, the Company
adopted Financial Accounting Standards Board ("FASB") Statement of
Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share."
SFAS No. 128 is intended to simplify the standards for computing
earnings per share and makes the United States standards for computing
earnings per share more comparable to international standards. SFAS No.
128 requires the presentation of "basic" earnings per share (which
excludes dilution) and "diluted" earnings per share. SFAS No. 128 was
applied retroactively and had no material impact on the Company's net
income per share calculations.
In February 1998, the Company adopted SFAS No. 130, "Reporting
Comprehensive Income," which became effective for the Company during
the quarter. The Company's comprehensive income for the periods ended
May 2, 1998 and May 3, 1997 are $14,987 and $16,333, respectively,
which include the impact of the cumulative foreign currency translation
adjustment.
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In June 1997, the FASB issued SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information," which is effective
for the Company for the period ending January 30, 1999. The impact of
SFAS No. 131 on the Company has not yet been determined.
In March 1998, the American Institute of Certified Public
Accountants (the "AICPA") issued Statement of Position ("SOP") 98-1,
"Accounting for the Costs of Computer Software Developed or Obtained
for Internal Use," which is effective for the Company for the period
ending January 30, 1999. The impact of SOP 98-1 on the Company has not
yet been determined.
In April 1998, the AICPA issued SOP 98-5, "Reporting on the
Costs of StartUp Activities," which is effective for the Company for
the period ending January 30, 1999. The impact of SOP 98-5 on the
Company has not yet been determined.
3. SEASONAL VARIATIONS IN BUSINESS
Due to seasonal variations in the retail industry, the results
of operations for any interim period are not necessarily indicative of
the results expected for the full fiscal year.
4. FEDERAL AND STATE INCOME TAXES
The Company has provided for income taxes based on the
estimated annual effective rate method.
5. REVOLVING CREDIT AGREEMENTS
In April 1998, the Company obtained additional long-term
financing to increase from $50 million to $100 million its revolving
credit agreements.
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6. RECONCILIATION OF BASIC TO DILUTED NET INCOME PER SHARE
<TABLE>
<CAPTION>
For the 13 Weeks For the 13 Weeks
Ended May 2, 1998 Ended May 3, 1997
---------------------------------------- --------------------------------------
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- ---------- ----------- ------------- --------
<S> <C> <C> <C> <C> <C> <C>
BASIC NET INCOME PER
SHARE:
Income available to
common stockholders $14,536 32,014 $0.45 $16,488 32,902 $0.50
===== =====
EFFECT OF DILUTIVE
SECURITIES
Dilutive stock options -- -- -- -- 107 --
------- ------ ----- ------- ------ -----
DILUTED NET INCOME
PER SHARE:
Income available to
common stockholders
plus assumed
conversions $14,536 32,014 $0.45 $16,488 33,009 $0.50
======= ====== ===== ======= ====== =====
</TABLE>
7. SUBSEQUENT EVENT
On May 21, 1998, at its 1998 Annual Shareholders Meeting, the
Company's shareholders approved an amendment to the 1993 Executive
Stock Based Incentive Plan to increase the number of authorized shares
from 2,650,000 to 5,960,000.
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ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction
with the condensed consolidated financial statements of the Company and the
notes thereto appearing elsewhere in this document.
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, the
percentage relationship to net sales of certain items in the Company's condensed
consolidated statements of earnings for the fiscal periods shown below:
<TABLE>
<CAPTION>
Thirteen Weeks Ended
------------------------
May 2, May 3,
1998 1997
(unaudited) (unaudited)
------------------------
<S> <C> <C>
Net sales 100.0% 100.0%
Cost of sales, buying and occupancy expenses 60.1% 59.9%
Selling, general and administrative expenses 30.2% 28.5%
Operating income 9.6% 11.6%
Interest expense, net 0.9% 0.5%
Income before income taxes 8.7% 11.1%
Income taxes 3.4% 4.3%
Net income 5.4% 6.8%
</TABLE>
THE THIRTEEN WEEKS ENDED MAY 2, 1998 COMPARED TO THE THIRTEEN WEEKS ENDED MAY 3,
1997 (FIRST QUARTER)
Net sales in the first quarter of 1998 increased by $30.8 million to
$271.5 million, or 12.8% over the first quarter of 1997. Operating income was
$26.1 million in the first quarter of 1998 compared to $28.0 million in the
first quarter of 1997, a decrease of 6.8%.
Retail store sales in the first quarter of 1998 increased by $26.6
million to $225.8 million, or 13.4%, over the first quarter of 1997. The
percentage of the Company's net sales derived from its retail stores increased
to 83.2% in the first quarter of 1998 from 82.8% in the first quarter of 1997.
The increase in retail store sales as a percentage of the Company's total net
sales was due
9
<PAGE> 10
to faster growth in retail store sales than catalog sales. The increase in
retail store sales was attributable to the 13 new stores opened in the first
quarter of 1998, the 45 non-comparable stores that opened in the last three
quarters of 1997 and an increase of $12.7 million in comparable stores sales, or
7.7%, from the same period for the previous year. Comparable stores are those
which were open for at least one full fiscal year. When a new Talbots Petites
store or a new Talbots Accessories & Shoes store is opened adjacent to or in
close proximity to an existing Misses store which would qualify as a comparable
store, such Misses store is excluded from the computation of comparable store
sales for a period of 13 months so that the performance of the full Misses
assortment may be properly compared.
Catalog sales in the first quarter of 1998 increased by $4.2 million,
to $45.7 million, an increase of 10.1% from the first quarter of 1997. The
percentage of the Company's net sales derived from its catalogs decreased to
16.8% in the first quarter of 1998 from 17.2% in the first quarter of 1997. The
increase in catalog sales in total dollars was mainly attributable to stronger
demand for its spring assortment, which the Company believes more fully
incorporates merchandise with classic styling, fit and colors.
Because the Company sells a wide range of products which by their
nature are subject to constantly changing business strategies and competitive
positioning, it is not possible to attribute changes in retail sales or catalog
sales to specific changes in prices, changes in volume or changes in product
mix.
Cost of sales, buying and occupancy expenses increased as a percentage
of net sales to 60.1% in the first quarter of 1998 from 59.9% in the first
quarter of 1997 mainly due to buying and occupancy costs rising at a greater
rate than sales.
Selling, general and administrative expenses as a percentage of net
sales increased in the first quarter of 1998 to 30.2% compared to 28.5% in the
first quarter of 1997, mainly due to incremental store payroll and operating
expenses incurred to increase customer service, and higher marketing expenses
related to the Company's "Brand Essence" advertising campaign and direct
marketing efforts aimed at stimulating core customer demand.
Interest expense, net, increased by $1.3 million, to $2.5 million in
the first quarter of 1998 over the first quarter of 1997 due to higher average
debt levels and higher average interest rates. The average total debt level,
including short-term and long-term bank borrowings, was $162.9 million in the
first quarter of 1998 compared to $100.6 million in the first quarter of 1997.
This increase was largely caused by lower than anticipated cash flows from
operating activities; principally the result of lower than expected sales and
working capital in fiscal 1997 and the early weeks of the first quarter of 1998.
The average interest rate, including interest on short-term and long-term bank
borrowings, was 6.5% in the first quarter of 1998 compared to 6.1% in the first
quarter of 1997.
The effective tax rate for the Company remained 38.5% in the first
quarter of 1998.
10
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LIQUIDITY AND CAPITAL RESOURCES
The Company's primary sources of working capital are cash flows from
operating activities and a line-of-credit facility from five banks, with maximum
available short-term borrowings of $125.0 million. At May 2, 1998 and May 3,
1997, the Company had $40.0 and $49.0 million of outstanding borrowings under
this line-of-credit facility, respectively. Additionally, in April 1998, the
Company obtained an increase in its long-term revolving credit facility from
$50.0 million to $100.0 million. At May 2, 1998 and May 3, 1997, the Company's
borrowings under the revolving credit facility were $100.0 and $50.0 million,
respectively. The Company's working capital needs are typically at their lowest
in the spring and peak during the fall selling season.
In the first quarter of 1998, cash flow from operations increased $32.0
million compared to a decrease of $9.3 million in the first quarter of 1997.
Main contributors to the increase in cash flow from operations were a decrease
in merchandise inventories, which resulted from more rigorous management of
inventory levels and better than anticipated sales, a decrease in prepaid and
other current assets, which resulted mainly from lower prepaid income taxes, and
an increase in accrued liabilities, partially offset by higher amounts due from
affiliates, a smaller decrease in accounts receivable and lower net income than
in the prior year. During the quarter, the Company did not repurchase any shares
of its common stock under its stock repurchase program.
Capital expenditures for the first quarter of fiscal 1998 were $6.6
million compared to $9.1 million in the first quarter of fiscal 1997. The
Company used approximately $5.2 million and $8.1 million in the first quarter of
fiscal 1998 and 1997, respectively, for opening new stores and expanding and
renovating existing stores. This change in capital expenditures was largely
caused by fewer stores being opened in 1998 than 1997. For the remainder of the
fiscal year, the Company currently anticipates an additional approximately $33.4
million of capital expenditures primarily for the opening of new stores and
expanding and renovating existing stores, to enhance the Company's computer
information systems and to initiate expansions of the Company's Hingham and
Lakeville facilities.* The actual amount of such capital expenditures will
depend on the number and type of stores being opened, expanded and renovated,
and the schedule of such activity during the remainder of fiscal 1998.
The Company's primary ongoing cash requirements through the end of
fiscal 1999 are expected to be for the financing of working capital buildups
during peak selling seasons, capital expenditures for new stores and the
expansion and renovation of existing stores, for the execution of the Company's
Year 2000 plan, for the funding of the third stock repurchase plan and for the
payment of any dividends that may be declared from time to time. The Company
anticipates that cash from operating activities and from its borrowing
facilities will be sufficient to meet these current requirements.*
The payment of dividends and the amount of any dividends will be
determined by the Board of Directors and will depend on many factors, including
earnings, operations, financial
11
<PAGE> 12
condition, capital requirements and general business outlook. On May 21, 1998,
the Company announced that the Board of Directors approved a quarterly dividend
of $0.11 per share payable on June 15, 1998 to shareholders of record as of June
1, 1998.
YEAR 2000
Most computer programs have historically been written using two digits
rather than four to define the applicable year. These programs were written
without considering the impact of the upcoming change in the century and may
experience problems handling dates beyond the year 1999. This could cause
computer applications to fail or to create erroneous results unless corrective
measures are taken. Incomplete or untimely resolution of the Year 2000 issue
could have a material adverse impact on the Company's business, operations and
financial condition in the future.*
The Company has completed an assessment of the impact of the Year 2000
issue on its computer hardware and software systems and has developed a plan to
timely address the Year 2000 issue. The Company is executing that plan and
currently believes that it will complete all phases of the plan without any
material adverse consequences to its business, operations, or financial
condition.* The Company will utilize both internal and external resources to
execute its Year 2000 plan. Based on current information, the Company estimates
that expenditures related to the execution of its Year 2000 plan will range from
approximately $11.0 million to $12.0 million.* Of this, approximately $3.0
million will be charged to expense when incurred; the remainder will be
capitalized in accordance with normal policy.* Of the total expected costs
related to the Year 2000 plan, certain costs for hardware and software were
budgeted to be incurred regardless of the Year 2000 issue.*
The Company has communicated with its significant suppliers and other
vendors to determine the extent to which the Company is vulnerable to the
failure of those third parties to remedy their own Year 2000 issues. The Company
can give no assurance that failure to address the Year 2000 issue by a third
party on whom the Company's systems rely would not have a material adverse
effect on the Company.*
- --------------------------------------------------------------------------------
* The foregoing contains forward-looking information within the meaning of The
Private Securities Litigation Reform Act of 1995. The statements may be
identified by an "asterisk" ("*") or such forward-looking terminology as
"expect", "look", "believe", "anticipate", "plan","may", "will" or similar
statements or variations of such terms. Such forward-looking statements involve
certain risks and uncertainties including levels of sales, effectiveness of the
Company's brand awareness and marketing programs, store traffic, acceptance of
Talbots fashion and expansion plans, appropriate balance of merchandise
offerings and responsiveness of the Company's core customers, and timing and
levels of markdowns, and, in each case, actual results may differ materially
from such forward-looking information. Certain other factors that may cause
actual results to differ from such forward-looking statements are included in
the Company's Current Report on Form 8-K dated October 30, 1996 filed with the
Securities and Exchange Commission (a copy of which may also be obtained from
the Company at 781-741-4500) as well as other periodic reports filed by the
Company with the Securities and Exchange Commission and you are urged to
consider such factors. The Company assumes no obligation for updating any such
forward-looking statements.
12
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PART II - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
11.1 The computation of weighted average number of shares
outstanding used in determining primary and fully
diluted earnings per share is incorporated by
reference to footnote 6 "Reconciliation of Basic to
Diluted Net Income Per Share" on page 8 of this Form
10-Q.
27 Financial Data Schedule (for electronic filing only)
(b) REPORTS ON FORM 8-K
The Company filed a Current Report on Form 8-K on May
1, 1998 pursuant to which various agreements and
documents were filed by the Company, as identified
therein.
13
<PAGE> 14
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.
THE TALBOTS, INC.
Dated: June 15, 1998 By: /s/ Edward L. Larsen
------------------------------------
Edward L. Larsen
Duly authorized officer and Senior
Vice President of Finance, Chief
Financial Officer, and Treasurer
(Principal Financial and Accounting
Officer)
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS FOR THE THIRTEEN WEEKS ENDED MAY
2, 1998 AND THE BALANCE SHEETS AS OF MAY 2, 1998 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FORM 10-Q.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-30-1999
<PERIOD-START> FEB-01-1998
<PERIOD-END> MAY-02-1998
<EXCHANGE-RATE> 1
<CASH> 22,591
<SECURITIES> 0
<RECEIVABLES> 95,463
<ALLOWANCES> 0
<INVENTORY> 189,187
<CURRENT-ASSETS> 355,725
<PP&E> 179,732
<DEPRECIATION> 0
<TOTAL-ASSETS> 664,585
<CURRENT-LIABILITIES> 141,093
<BONDS> 0
<COMMON> 352
0
0
<OTHER-SE> 407,900
<TOTAL-LIABILITY-AND-EQUITY> 664,585
<SALES> 271,475
<TOTAL-REVENUES> 271,475
<CGS> 163,286
<TOTAL-COSTS> 245,387
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,452
<INCOME-PRETAX> 23,636
<INCOME-TAX> 9,100
<INCOME-CONTINUING> 14,536
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 14,536
<EPS-PRIMARY> 0.45
<EPS-DILUTED> 0.45
</TABLE>