Earnings per share amounts in the following table are presented in accordance with SFAS No. 128 and reflect the effect of the two-for-one stock split distributed in June 1997.

	First	Second	Third	Fourth
In Thousands Except Per Share Amounts	Quarter	Quarter	Quarter	Quarter
F i s c a l  y e a r  e n d e d  J a n u a r y  3 1 ,  1 9 9 8
( 5 3  w e e k s )
Net sales	$1,560,150	$1,698,372	$1,887,698	$2,242,849
Gross earnings *	357,531	375,111	473,362	506,524
Income from continuing operations
before extraordinary item	48,461	52,578	106,942	98,611
Diluted earnings per share	.27	.30	.62	.58
Net income	48,461	52,578	105,165	98,611
Diluted earnings per share	.27	.30	.61	.58
F i s c a l  y e a r  e n d e d  J a n u a r y  2 5 ,  1 9 9 7
Net sales	$1,472,247	$1,548,259	$1,722,429	$1,946,475
Gross earnings *	304,888	326,069	417,158	442,512
Income from continuing operations
before extraordinary item	23,024	33,690	81,590	75,522
Diluted earnings per share	.13	.19	.46	.43
Net income	30,086	36,054	87,510	209,473
Diluted earnings per share	.17	.21	.50	1.19

Net income for the third quarter of fiscal 1998 includes an after-tax extraordinary charge of $1.8 million for the write-off of deferred financing costs associated with the early termination of a revolving credit facility.
 Net income for the fourth quarter of fiscal 1997 includes an after-tax gain on the sale of Chadwick's of $125.6 million, or $.72 per share. The operating results for Chadwick's for fiscal 1997 have been reflected as discontinued operations. Net income for fiscal 1997 includes after-tax extraordinary charges of $2.9 million and $2.7 million for the third and fourth quarters, respectively, for the early retirement of debt.

Certain statements contained in this Annual Report are forward-looking and involve a number of risks and uncertainties. Among the factors that could cause actual results to differ materially are the following: general economic conditions and consumer demand and consumer preferences and weather patterns in the U.S., Canada and Europe, particularly the United Kingdom; competitive factors, including continuing pressure from pricing and promotional activities of major competitors; impact of excess retail capacity and the availability of desirable store locations on suitable terms; the availability, selection and purchasing of attractive merchandise on favorable terms; import risks, including potential disruptions and duties, tariffs and quotas on imported merchandise, including economic and political problems in countries from which merchandise is imported; currency and exchange rate factors in the Company's foreign operations; risks in the development of new businesses and application of the Company's off-price strategies in foreign countries; acquisition and divestment activities; and other factors that may be described in the Company's filings with the Securities and Exchange Commission. The Company does not undertake to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.