Bath & Body Works (BBWI) 8-K 10 Nov 09 Index to Consolidated Financial Statements Financial data

Statement Of Income

Statement Of Income (USD $)
In Millions, except Per Share data	3 Months Ended Aug. 01, 2009	3 Months Ended Aug. 02, 2008	6 Months Ended Aug. 01, 2009	6 Months Ended Aug. 02, 2008
Net Sales	$2,067	$2,284	$3,792	$4,209
Costs of Goods Sold, Buying and Occupancy	(1,399)	(1,523)	(2,576)	(2,807)
Gross Profit	668	761	1,216	1,402
General, Administrative and Store Operating Expenses	(519)	(575)	(1,002)	(1,116)
Net Gain on Joint Ventures	9	0	9	109
Operating Income	158	186	223	395
Interest Expense	(58)	(47)	(120)	(92)
Interest Income	1	5	2	11
Other Income (Expense)	(2)	17	(3)	22
Income Before Income Taxes	99	161	102	336
Provision for Income Taxes	25	62	25	140
Net Income	74	99	77	196
Less: Net Income (Loss) Attributable to Noncontrolling Interest	0	(3)	0	(4)
Net Income Attributable to Limited Brands, Inc.	$74	$102	$77	$200
Net Income Attributable to Limited Brands, Inc. Per Basic Share	0.23	0.3	0.24	0.59
Net Income Attributable to Limited Brands, Inc. Per Diluted Share	0.23	0.3	0.24	0.58
Dividends Per Share	0.15	0.15	0.3	0.3

Statement Of Financial Position

Statement Of Financial Position Classified (USD $)
In Millions	Aug. 01, 2009	Jan. 31, 2009	Aug. 02, 2008
Current Assets:
Cash and Cash Equivalents	$1,550	$1,173	$978
Accounts Receivable, Net	230	236	331
Inventories	1,091	1,182	1,220
Other	262	276	292
Total Current Assets	3,133	2,867	2,821
Property and Equipment, Net	1,850	1,929	1,933
Goodwill	1,441	1,426	1,673
Trade Names and Other Intangible Assets, Net	599	580	644
Other Assets	162	170	165
Total Assets	7,185	6,972	7,236
Current Liabilities:
Accounts Payable	508	494	536
Accrued Expenses and Other	557	669	628
Income Taxes	33	92	81
Total Current Liabilities	1,098	1,255	1,245
Deferred Income Taxes	220	213	175
Long-term Debt	3,251	2,897	2,901
Other Long-term Liabilities	740	732	716
Shareholders' Equity:
Preferred Stock - $1.00 par value; 10 shares authorized; none issued	0	0	0
Common Stock - $0.50 par value; 1,000 shares authorized; 524 shares issued; 322, 321 and 339 shares outstanding, respectively	262	262	262
Paid-in Capital	1,541	1,544	1,537
Accumulated Other Comprehensive Income (Loss)	(22)	(28)	34
Retained Earnings	4,757	4,777	4,855
Less: Treasury Stock, at Average Cost; 202, 203 and 185 shares, respectively	(4,662)	(4,681)	(4,489)
Total Limited Brands, Inc. Shareholders' Equity	1,876	1,874	2,199
Noncontrolling Interest	0	1	0
Total Equity	1,876	1,875	2,199
Total Liabilities and Equity	$7,185	$6,972	$7,236

1_Statement Of Financial Positi

Statement Of Financial Position Classified (Parenthetical) (USD $)
Share data in Millions, except Per Share data	Aug. 01, 2009	Jan. 31, 2009	Aug. 02, 2008
Preferred Stock, par value	$1	$1	$1
Preferred Stock, shares authorized	10	10	10
Preferred Stock, issued	0	0	0
Common Stock, par value	0.5	0.5	0.5
Common Stock, shares authorized	1,000	1,000	1,000
Common Stock, shares issued	524	524	524
Common Stock, shares outstanding	322	321	339
Treasury Stock, shares	202	203	185

Statement Of Cash Flows Indirec

Statement Of Cash Flows Indirect (USD $)
In Millions	6 Months Ended Aug. 01, 2009	6 Months Ended Aug. 02, 2008
Operating Activities:
Net Income	$77	$196
Adjustments to Reconcile Net Income to Net Cash Provided by (Used for) Operating Activities:
Depreciation and Amortization of Long-lived Assets	191	184
Amortization of Landlord Allowances	(18)	(16)
Deferred Income Taxes	4	5
Excess Tax Benefits from Share-based Compensation	0	(2)
Share-based Compensation Expense	22	16
Net Gain on Joint Ventures	(9)	(109)
Gain on Distribution from Express	0	(13)
Changes in Assets and Liabilities:
Accounts Receivable	9	13
Inventories	102	23
Accounts Payable, Accrued Expenses and Other	(107)	(62)
Income Taxes Payable	(61)	(53)
Other Assets and Liabilities	34	65
Net Cash Provided by Operating Activities	244	247
Investing Activities:
Capital Expenditures	(97)	(272)
Net Proceeds from the Divestiture of Joint Venture	0	144
Return of Capital from Express	0	95
Other Investing Activities	0	(3)
Net Cash Used for Investing Activities	(97)	(36)
Financing Activities:
Net Proceeds from Debt Issuance	473	0
Prepayment of Term Loan	(125)	0
Repurchase of Debt	(5)	0
Payments of Long-term Debt	0	(4)
Dividends Paid	(96)	(103)
Financing Costs Related to the Amendment of 5-Year Facility and Term Loan	(19)	0
Repurchase of Common Stock	0	(161)
Excess Tax Benefits from Share-based Compensation	0	2
Proceeds From Exercise of Stock Options and Other	0	17
Net Cash Provided by (Used for) Financing Activities	228	(249)
Effects of Exchange Rate Changes on Cash and Cash Equivalents	2	(2)
Net Increase (Decrease) in Cash and Cash Equivalents	377	(40)
Cash and Cash Equivalents, Beginning of Period	1,173	1,018
Cash and Cash Equivalents, End of Period	$1,550	$978

1. Description of Business and

1. Description of Business and Basis of Presentation
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
1. Description of Business and Basis of Presentation	1. Description of Business and Basis of Presentation Description of Business Limited Brands, Inc. (the Company) operates in the highly competitive specialty retail business. The Company is a specialty retailer of womens intimate and other apparel, beauty and personal care products and accessories. The Company sells its merchandise through specialty retail stores in the United States and Canada, which are primarily mall-based, and through its websites and catalogue. The Company currently operates the following retail brands: Victorias Secret Pink La Senza Bath Body Works C. O. Bigelow The White Barn Candle Company Henri Bendel Fiscal Year The Companys fiscal year ends on the Saturday nearest to January31. As used herein, second quarter of 2009 and second quarter of 2008 refer to the thirteen week periods ending August1, 2009 and August2, 2008, respectively. Year-to-date 2009 and year-to-date 2008 refer to the twenty-six week periods ending August1, 2009 and August2, 2008, respectively. Basis of Consolidation The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Companys Consolidated Financial Statements also include less than 100% owned variable interest entities in which the Company is designated as the primary beneficiary in accordance with Financial Accounting Standards Board Interpretation 46(R), Consolidation of Variable Interest Entities. The Company accounts for investments in unconsolidated entities where it exercises significant influence, but does not have control, using the equity method. Under the equity method of accounting, the Company recognizes its share of the investee net income or loss. Losses are only recognized to the extent the Company has positive carrying value related to the investee. Carrying values are only reduced below zero if the Company has an obligation to provide funding to the investee. The Companys share of net income or loss of unconsolidated entities from which the Company purchases merchandise or merchandise components is included in Cost of Goods Sold, Buying and Occupancy on the Consolidated Statements of Income. The Companys share of net income or loss of all other unconsolidated entities is included in Other Income (Expense) on the Consolidated Statements of Income. The Companys equity investments are required to be tested for impairment when it is determined there may be an other than temporary loss in value. The Company has a 25% ownership interest in Express and Limited Stores. These investments are accounted for under the equity method of accounting. The Company eliminates in consolidation 25% of merchandise sourcing sales to Express and Limited Stores consistent with the Companys ownership percentage. Interim Financial Statements The Consolidated Financial Statements as of and for the quarter and year-to-date periods ended August1, 2009 and August2, 2008 are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange

2. Recently Issued Accounting P

2. Recently Issued Accounting Pronouncements
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
2. Recently Issued Accounting Pronouncements	2. Recently Issued Accounting Pronouncements SFAS 168, The FASB Accounting Standards Codification (Codification) and the Hierarchy of Generally Accepted Accounting Principles (GAAP) (SFAS 168) In June 2009, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) 168, which reorganizes the thousands of U.S. GAAP pronouncements into roughly 90 accounting topics and displays all topics using a consistent structure. It also includes relevant Securities and Exchange Commission (SEC) guidance that follows the same topical structure in separate sections in the Codification. The Company will adjust historical U.S. GAAP references in its third quarter 2009 Form 10-Q to reflect the new accounting guidance references included in the Codification. SFAS 165, Subsequent Events (SFAS 165) In May 2009, the FASB issued SFAS 165 incorporating guidance on subsequent events into authoritative accounting literature and clarifying the time following the balance sheet date that must be considered for subsequent events disclosures in the financial statements. In the second quarter of 2009, the Company adopted this standard which requires disclosure of the date through which subsequent events have been reviewed.The standard did not change the Companys procedures for reviewing subsequent events. SFAS 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161) In March 2008, the FASB issued SFAS 161, which requires disclosures about the fair value of derivative instruments and their gains or losses in tabular format as well as disclosures regarding credit-risk-related contingent features in derivative agreements, counterparty credit risk and strategies and objectives for using derivative instruments. SFAS 161 amends and expands SFAS 133, Accounting for Derivative Instruments and Hedging Activities, and became effective prospectively beginning in 2009. In the first quarter of 2009, the Company adopted SFAS 161. For additional information, see Note 5, Derivative Instruments. SFAS 160, Noncontrolling Interests in Consolidated Financial Statements (SFAS 160) In December 2007, the FASB issued SFAS 160, which modifies reporting for noncontrolling interest (minority interest) in consolidated financial statements.SFAS 160 requires noncontrolling interest to be reported in equity and establishes a new framework for recognizing net income or loss and comprehensive income or loss by the controlling interest.SFAS 160 requires specific disclosures regarding changes in equity interest of both the controlling and noncontrolling parties and presentation of the noncontrolling equity balance and income or loss for all periods presented.SFAS 160 became effective for interim and annual periods in fiscal years beginning after December15, 2008.The statement is applied prospectively upon adoption, however the presentation and disclosure requirements are applied retrospectively. In the first quarter of 2009, the Company adopted SFAS 160 recharacterizing minority interest as a noncontrolling interest and classifying it as a component of equity in its consolidated financial statements. On June15, 2009, the

3. Earnings Per Share and Share

3. Earnings Per Share and Shareholders' Equity
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
3. Earnings Per Share and Shareholders' Equity	3. Earnings Per Share and Shareholders Equity Earnings per basic share are computed based on the weighted-average number of outstanding common shares. Earnings per diluted share include the weighted-average effect of dilutive options and restricted stock on the weighted-average shares outstanding. The following table provides shares utilized for the calculation of basic and diluted earnings per share for the second quarter and year-to-date 2009 and 2008: SecondQuarter Year-to-Date 2009 2008 2009 2008 (in millions) Common Shares Issued 524 524 524 524 Treasury Shares (202 ) (185 ) (203 ) (184 ) Basic Shares 322 339 321 340 Effect of Dilutive Options and Restricted Stock 4 2 3 3 Diluted Shares 326 341 324 343 Anti-dilutive Options (a) 12 14 16 14 (a) These options and awards were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. In November 2007, the Companys Board of Directors authorized the repurchase of up to $250 million of the Companys common stock. During the first quarter of 2008, the Company repurchased 7.1million shares of common stock for $122 million. During May 2008, the Company completed this program by repurchasing 1.5million shares of common stock. In October 2008, the Companys Board of Directors authorized the repurchase of up to $250 million of the Companys common stock. In 2008, the Company repurchased 19.0million shares of common stock for $219 million related to this program. Through September4, 2009, the Company has not repurchased any additional shares of common stock under this program.

4. Noncontrolling Interest

4. Noncontrolling Interest
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
4. Noncontrolling Interest	4. Noncontrolling Interest The following table provides a rollforward of equity attributable to noncontrolling interest for year-to-date 2008: Year-to-Date 2008 (in millions) Balance as of February2, 2008 $ 55 Loss (1 ) Divestiture of Personal Care Business (54 ) Balance as of August2, 2008 $ In April 2008, the Company and its investment partner completed the divestiture of a joint venture, which the Company consolidated under the provisions of FIN 46(R), Consolidation of Variable Interest Entities. For additional information, see Note 8, Divestitures.

5. Derivative Instruments

5. Derivative Instruments
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
5. Derivative Instruments	5. Derivative Instruments The Company uses derivative instruments designated as cash flow hedges to manage exposure to foreign currency exchange rates and interest rates. The Company does not use derivative financial instruments for trading purposes. Derivative financial instruments are accounted for in accordance with SFAS 133, Accounting for Derivative Instruments and Hedging Activities (SFAS 133) as amended, which requires that all derivative instruments be recorded on the Consolidated Balance Sheets at fair value. For additional information, see Note 6, Fair Value Measurements. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income and reclassified into earnings in the same period during which the hedged transaction affects earnings. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. Foreign Exchange Risk In January 2007, the Company entered into a series of cross-currency swaps related to approximately $470 million of Canadian dollar denominated intercompany loans. These cross-currency swaps mitigate the exposure to fluctuations in the U.S. dollar-Canadian dollar exchange rate related to the Companys La Senza operations. The cross-currency swaps require the periodic exchange of fixed rate Canadian dollar interest payments for fixed rate U.S. dollar interest payments as well as exchange of Canadian dollar and U.S. dollar principal payments upon maturity. The cross-currency swaps mature between 2015 and 2018 at the same time as the related loans. The cross-currency swaps are designated as cash flow hedges of foreign currency exchange risk. Changes in the U.S. dollar-Canadian dollar exchange rate and the related swap settlements result in reclassification of amounts from accumulated other comprehensive income (loss) to earnings to completely offset foreign currency transaction gains and losses recognized on the intercompany loans. The following table provides a summary of the fair value and balance sheet classification of the derivative financial instruments designated as foreign exchange cash flow hedges as of August1, 2009,January31, 2009 and August2, 2008: August1, 2009 January31, 2009 August2, 2008 (in millions) Other Assets $ $ 26 $ Other Long-term Liabilities 30 48 The following table provides a summary of the pre-tax financial statement effect of the Companys derivative financial instruments designated as foreign exchange cash flow hedges for the second quarter and year-to-date 2009 and 2008: SecondQuarter Year-to-Date Location 2009 2008 2009 2008 (in millions) Gain (Loss) Recognized in Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) $ (37 ) $ 3 $ (56 ) $ 7 (Gain) Loss Reclassified from Accumulated Other Comprehensive Income (Loss) into Other Income (a) Other Inco

6. Fair Value Measurements

6. Fair Value Measurements
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
6. Fair Value Measurements	6. Fair Value Measurements The following table provides a summary of the carrying value and fair value of long-term debt as of August1, 2009,January31, 2009 and August2, 2008: August1, 2009 January31, 2009 August2, 2008 (in millions) Carrying Value $ 3,251 $ 2,897 $ 2,901 Fair Value (a) 2,947 2,113 2,656 (a) The estimated fair value of the Companys publicly traded debt is based on quoted market prices. The estimated fair value of the Term Loan is equal to its carrying value. In July 2009, the Company prepaid $125 million of the Term Loan. The estimates presented are not necessarily indicative of the amounts that the Company could realize in a current market exchange. SFAS 157 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. SFAS 157 established a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1 Quoted market prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than quoted market prices included in Level 1, such as quoted prices of similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The following table provides a summary of assets and liabilities measured in the financial statements at fair value on a recurring basis as of August1, 2009,January31, 2009 and August2, 2008: Level1 Level2 Level3 Total (in millions) As of August1, 2009 Assets: Cash and Cash Equivalents $ 1,550 $ $ $ 1,550 Liabilities: Cross Currency Cash Flow Hedges 30 30 Interest Rate Cash Flow Hedges 27 27 Lease Guarantees 16 16 As of January31, 2009 Assets: Cash and Cash Equivalents $ 1,173 $ $ $ 1,173 Cross Currency Cash Flow Hedges 26 26 Liabilities: Interest Rate Cash Flow Hedges 30 30 Lease Guarantees 15 15 As of August2, 2008 Assets: Cash and Cash Equivalents $ 978 $ $ $ 978 Interest Rate Cash Flow Hedges 2 2 Liabilities:

7. Comprehensive Income

7. Comprehensive Income (Loss)
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
7. Comprehensive Income (Loss)	7. Comprehensive Income (Loss) The following table provides detail for other comprehensive income for second quarter and year-to-date 2009 and 2008: SecondQuarter Year-to-Date 2009 2008 2009 2008 (in millions) Net Income Attributable to Limited Brands, Inc. $ 74 $ 102 $ 77 $ 200 Other Comprehensive Income (Loss): Foreign Currency Translation (2 ) (1 ) (2 ) (4 ) Gain (Loss) on Cash Flow Hedges (42 ) 6 (67 ) 19 Reclassification of Cash Flow Hedges to Earnings 43 (2 ) 61 (12 ) Income Tax Benefit (a) 1 14 Total Comprehensive Income $ 74 $ 105 $ 83 $ 203 (a) The income tax benefit primarily relates to unrealized losses on the cash flow hedges. The following table provides additional detail regarding the composition of accumulated other comprehensive income (loss) as of August1, 2009,January31, 2009 and August2, 2008: August1, 2009 January31, 2009 August2, 2008 (in millions) Foreign Currency Translation $ (7 ) $ (4 ) $ 26 Cash Flow Hedges (15 ) (24 ) 8 Total Accumulated Other Comprehensive Income (Loss) $ (22 ) $ (28 ) $ 34

8. Divestitures

8. Divestitures
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
8. Divestitures	8. Divestitures In April 2008, the Company and its investment partner completed the divestiture of a joint venture, which the Company consolidated under the provisions of FIN 46(R), Consolidation of Variable Interest Entities, to a third-party. The Company recognized a pre-tax gain of $128 million and received pre-tax proceeds of $168 million on the divestiture. The pre-tax gain is included in Net Gain on Joint Ventures on the year-to-date 2008 Consolidated Statement of Income. Total proceeds included $24 million which was to be held in escrow until September 2009 to cover any post-closing contingencies. In December 2008, $15 million of $24 million in funds held in escrow were distributed to the Company. The remaining cash in escrow is included in Other Current Assets on the Consolidated Balance Sheet as of August1, 2009.

9. Restructuring Activities

9. Restructuring Activities
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
9. Restructuring Activities	9. Restructuring Activities During the fourth quarter of 2008, the Company initiated a restructuring program designed to resize the Companys corporate infrastructure and to adjust for the impact of the current retail environment. This program resulted in the elimination of approximately 400 positions (or 10%) of the Companys corporate and home office headcount. The Company recognized a pre-tax charge consisting of severance and related costs of $23 million for the fiscal year ended January31, 2009. The Company made cash payments of $5 million and $9 million for the second quarter and year-to-date 2009, respectively, related to this restructuring program. The remaining balance of $14 million is included in Accrued Expenses and Other on the Consolidated Balance Sheet as of August1, 2009.

10. Inventories

10. Inventories
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
10. Inventories	10. Inventories The following table provides details of inventories as of August1, 2009,January31, 2009 and August2, 2008: August1, 2009 January31, 2009 August2, 2008 (in millions) Finished Goods Merchandise $ 1,009 $ 1,101 $ 1,093 Raw Materials and Merchandise Components 82 81 127 Total Inventories $ 1,091 $ 1,182 $ 1,220 Inventories are principally valued at the lower of cost, as determined by the weighted-average cost method, or market.

11. Property and Equipment, Net

11. Property and Equipment, Net
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
11. Property and Equipment, Net	11. Property and Equipment, Net The following table provides details of property and equipment, net as of August1, 2009,January31, 2009 and August2, 2008: August1, 2009 January31, 2009 August2, 2008 (in millions) Property and Equipment, at Cost $ 4,080 $ 4,031 $ 3,942 Accumulated Depreciation and Amortization (2,230 ) (2,102 ) (2,009 ) Property and Equipment, Net $ 1,850 $ 1,929 $ 1,933 Depreciation expense was $96 million and $90 million for the second quarter of 2009 and 2008, respectively. Depreciation expense was $189 million and $180 million for year-to-date 2009 and 2008, respectively.

12. Goodwill, Trade Names and O

12. Goodwill, Trade Names and Other Intangible Assets, Net
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
12. Goodwill, Trade Names and Other Intangible Assets, Net	12. Goodwill, Trade Names and Other Intangible Assets, Net Goodwill The following table provides the rollforward of goodwill for year-to-date 2009: Victorias Secret Bath BodyWorks Other Total (in millions) Balance as of January31, 2009 $ 798 $ 628 $ $ 1,426 Foreign Currency Translation 15 15 Balance as of August1, 2009 $ 813 $ 628 $ $ 1,441 The following table provides the rollforward of goodwill for year-to-date 2008: Victorias Secret Bath BodyWorks Other Total (in millions) Balance as of February2, 2008 $ 1,057 $ 628 $ 48 $ 1,733 Divestiture (See Note 8) (48 ) (48 ) Foreign Currency Translation (12 ) (12 ) Balance as of August2, 2008 $ 1,045 $ 628 $ $ 1,673 Intangible Assets Indefinite Lives Intangible assets, not subject to amortization, represent the Victorias Secret, Bath Body Works and La Senza trade names. These assets totaled $568 million as of August1, 2009, $548 million as of January31, 2009 and $604 million as of August2, 2008. These intangible assets are included in Trade Names and Other Intangible Assets, Net on the Consolidated Balance Sheets. Intangible Assets Finite Lives The following table provides intangible assets with finite lives as of August1, 2009,January31, 2009 and August2, 2008: August1, 2009 January31, 2009 August2, 2008 (in millions) Intellectual Property $ 41 $ 41 $ 41 Trademarks/Brands 19 19 21 Licensing Agreements and Customer Relationships 23 21 24 Favorable Operating Leases 19 18 19 Total 102 99 105 Accumulated Amortization (71 ) (67 ) (65 ) Intangible Assets, Net $ 31 $ 32 $ 40 Amortization expense was $1 million and $2 million for the second quarter of 2009 and 2008, respectively. Amortization expense was $2 million and $4 million for year-to-date 2009 and 2008, respectively. Estimated future annual amortization expense will be approximately $3 million for the remainder of 2009, $6 million in 2010 and 2011, $3 million in 2012 and 2013 and $10 million in the aggregate thereafter.

13. Equity Investments and Othe

13. Equity Investments and Other
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
13. Equity Investments and Other	13. Equity Investments and Other Express In July 2007, the Company completed the divestiture of 75% of its ownership interest in Express. In conjunction with the transaction, the Company and Express entered into transition services agreements whereby the Company provides support to Express in various operational areas including logistics, technology and merchandise sourcing. The terms of these transition services arrangements vary and range from 3 months to 3 years. The Company recognized merchandise sourcing revenue from Express of $86 million and $101 million in the second quarter of 2009 and 2008, respectively. The Company recognized merchandise sourcing revenue from Express of $153 million and $214 million for year-to-date 2009 and 2008, respectively. These amounts are net of the elimination of 25% of the gross merchandise sourcing revenue consistent with the Companys ownership percentage. The Companys accounts receivable from Express for merchandise sourcing and other services provided in accordance with the terms and conditions of the transition services agreements totaled $100 million, $92 million and $134 million as of August1, 2009,January31, 2009 and August2, 2008, respectively. In March 2008, Express distributed cash to its owners and the Company received $41 million. The Companys portion representing a return of capital is $28 million and is included in Return of Capital from Express within the Investing Activities section of the 2008 Consolidated Statement of Cash Flows. The remaining $13 million is considered a return on capital and is included in Other Assets and Liabilities within the Operating Activities section of the 2008 Consolidated Statement of Cash Flows. In July 2008, Express distributed additional cash to its owners and the Company received $71 million. The Companys portion representing a return of capital is $67 million with the remaining $4 million representing a return on capital. The proceeds received from the cash distribution were in excess of the Companys carrying value of the investment in Express. As a result, the carrying value was reduced to zero as of the date of the cash distribution and a pre-tax gain of approximately $13 million was recorded. The gain is included in Other Income on the 2008 Consolidated Statements of Income. Subsequent to the cash distribution, the Company recognized its proportional share of Express net loss. The Companys investment carrying value for Express was zero as of August1, 2009 and January31, 2009 and $(2) million as of August2, 2008. These amounts are included in Other Assets on the Consolidated Balance Sheets. Limited Stores In August 2007, the Company completed the divestiture of 75% of its ownership interest in Limited Stores. In conjunction with the transaction, the Company and Limited Stores entered into transition services agreements whereby the Company provides support to Limited Stores in various operational areas including logistics, technology and merchandise sourcing. The terms of these transition services arrangements vary and range from 3 months to 3 years. The Company recognized merchandise sourcing revenue from Limited Stores of $12 million and $

14. Income Taxes

14. Income Taxes
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
14. Income Taxes	14. Income Taxes The provision for income taxes is based on the current estimate of the annual effective tax rate and is adjusted as necessary for quarterly events. In accordance with SFAS Interpretation 18, Accounting for Income Taxes in Interim Periods, the Companys quarterly effective tax rate does not reflect a benefit associated with losses related to certain foreign subsidiaries. The Companys effective tax rate has historically reflected and continues to reflect a provision related to the undistributed earnings of foreign affiliates, but the taxes are not paid until the earnings are deemed repatriated to the United States. The Company has recorded a deferred tax liability for those undistributed earnings. However, when the tax basis of a foreign subsidiary is greater than its carrying value, no deferred taxes are recorded. For the second quarter of 2009, the Companys effective tax rate decreased to 25.1% from 38.0% in the second quarter of 2008. For year-to-date 2009, the Companys effective tax rate decreased to 24.9% from 41.2% for year-to-date 2008. The changes in the effective tax rates were primarily due to the resolution of certain tax matters and the tax impact of the divestiture of a non-core joint venture, partially offset by an increase in state net operating loss valuation allowances. In addition, the tax rate for the first quarter of 2008 included the impact of an impairment of a non-core joint venture for which no deferred tax asset was recorded and other changes in income tax reserves. Income taxes paid approximated $8 million and $14 million for the second quarter of 2009 and 2008, respectively. Income taxes paid approximated $82 million and $174 million for year-to-date 2009 and 2008, respectively. The current income tax liability included net current deferred tax liabilities of $2 million as of August1, 2009,January31, 2009 and August2, 2008. Additionally, current deferred tax assets of $74 million as of August1, 2009, $78 million as of January31, 2009 and $68 million as of August2, 2008 are included in Other Current Assets on the Consolidated Balance Sheets.

15. Long-term Debt

15. Long-term Debt
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
15. Long-term Debt	15. Long-term Debt The following table provides the Companys long-term debt balance as of August1, 2009,January31, 2009 and August2, 2008: August1, 2009 January31, 2009 August2, 2008 (in millions) Term Loan due August 2012. Variable Interest Rate of 5.02% as of August1, 2009 $ 625 $ 750 $ 750 $700 million, 6.90% Fixed Interest Rate Notes due July 2017, Less Unamortized Discount 698 698 698 $500 million, 5.25% Fixed Interest Rate Notes due November 2014, Less Unamortized Discount 499 499 499 $500 million, 8.50% Fixed Interest Rate Notes due June 2019, Less Unamortized Discount 484 $350 million, 6.95% Fixed Interest Rate Debentures due March 2033, Less Unamortized Discount 350 350 350 $300 million, 7.60% Fixed Interest Rate Notes due July 2037, Less Unamortized Discount 299 299 299 6.125% Fixed Interest Rate Notes due December 2012, Less Unamortized Discount (a) 294 299 299 Credit Facility due January 2010 12 5.30% Mortgage due August 2010 2 2 2 Total 3,251 2,897 2,909 Current Portion of Long-term Debt (8 ) Total Long-term Debt, Net of Current Portion $ 3,251 $ 2,897 $ 2,901 (a) The balance was $295 million, less unamortized discount, as of August1, 2009 and $300 million, less unamortized discount, as of January31, 2009 and August2, 2008. Issuance of 2019 Notes In June 2009, the Company issued $500 million of 8.50% notes due in June 2019 through an institutional private placement offering. The $500 million of notes are guaranteed by certain of the Companys subsidiaries. The Company and the guarantors will use their reasonable best efforts to publicly register new notes with substantially identical terms in accordance with a planned future exchange offer. The net proceeds from the issuance were $473 million which included an issuance discount of $16 million and transaction costs of $11 million. These transaction costs will be amortized through the maturity date of June 2019 and are included within Other Assets on the August1, 2009 Consolidated Balance Sheet. Through September4, 2009, the Company has used $500 million of the proceeds from this offering to repurchase $108 million of the Companys 2012 notes and to prepay $392 million of the Term Loan. Repurchase of 2012 Notes In June 2009, the Company repurchased $5 million of the $300 million notes due in December 2012 through open market transactions. In July 2009, the Company announced a tender offer for the remaining portion of the 2012 notes. In August 2009, the Company repurchased $103 million of the 2012 notes through the tender offer for $101 million. Credit Facility and Term Loan On February19, 2009, the Company amended its $1 billion unsecured revolving credit facility expiring in August 2012 (the 5-Year Facility), amended its Term Loan for $750 million maturing in August 2012 and canceled its $300 million, 364-day unsecured revolving credit facility.The amendment to the 5-

16. Commitments and Contingenci

16. Commitments and Contingencies
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
16. Commitments and Contingencies	16. Commitments and Contingencies The Company is subject to various claims and contingencies related to lawsuits, taxes, insurance, regulatory and other matters arising out of the normal course of business. Actions filed against the Company from time to time include commercial, tort, intellectual property, customer, employment, data privacy, securities and other claims, including purported class action lawsuits. Management believes that the ultimate liability arising from such claims and contingencies, if any, is not likely to have a material adverse effect on the Companys results of operations, financial condition or cash flows. Guarantees In connection with the disposition of certain businesses, the Company has remaining guarantees of approximately $166 million related to lease payments of Express, Limited Stores, Abercrombie Fitch, Tween Brands (formerly Limited Too and Too, Inc.), Dicks Sporting Goods (formerly Galyans), Lane Bryant, New York Company and Anne.x under the current terms of noncancelable leases expiring at various dates through 2017. These guarantees include minimum rent and additional payments covering taxes, common area costs and certain other expenses and relate to leases that commenced prior to the disposition of the businesses. In certain instances, the Companys guarantee may remain in effect if the term of a lease is extended. In April 2008, the Company received an irrevocable standby letter of credit from Express of $34 million issued by a third-party bank to mitigate a portion of the Companys contingent liability for guaranteed future lease payments of Express. The Company can draw from the irrevocable standby letter of credit if Express were to default on any of the guaranteed leases. The irrevocable standby letter of credit is reduced through the September30, 2010 expiration date consistent with the overall reduction in guaranteed lease payments. The outstanding balance of the irrevocable standby letter of credit from Express was $12 million as of August1, 2009, $19 million as of January31, 2009 and $33 million as of August2, 2008. The Companys guarantees related to Express, Limited Stores and New York Company are subject to the provisions of SFAS 145, Rescission, Amendment and Technical Correction of Certain Accounting Standards, which requires fair value accounting for these guarantee obligations. The guaranteed lease payments related to Express (net of the irrevocable standby letter of credit), Limited Stores and New York Company totaled $92 million as of August1, 2009, $94 million as of January31, 2009 and $102 million as of August2, 2008. The estimated fair value of these guarantee obligations was $16 million as of August1, 2009, $15 million as of January31, 2009 and $6 million as of August2, 2008, and is included in Other Long-term Liabilities on the Consolidated Balance Sheets. The Companys guarantees related to Abercrombie Fitch, Tween Brands (formerly Limited Too and Too, Inc.), Dicks Sporting Goods (formerly Galyans), Lane Bryant and Anne.x are not subject to the fair value provisions of SFAS 145 because they were executed prior to the effective date of SFAS 145. These guarantees are subjec

17. Retirement Benefits

17. Retirement Benefits
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
17. Retirement Benefits	17. Retirement Benefits The Company sponsors a tax-qualified defined contribution retirement plan and a non-qualified supplemental retirement plan for substantially all of its associates within the United States of America. Participation in the qualified plan is available to associates who meet certain age and service requirements. Participation in the non-qualified plan is made available to associates who meet certain age, service, job level and compensation requirements. The qualified plan permits associates to elect contributions up to the maximum limits allowable under the Internal Revenue Code. The Company matches associate contributions according to a predetermined formula and contributes additional amounts based on a percentage of the associates eligible annual compensation and based on years of service. Associate contributions and Company matching contributions vest immediately. Additional Company contributions and the related investment earnings are subject to vesting based on years of service. Total expense recognized related to the qualified plan was $11 million for the second quarter of 2009 and 2008. Total expense recognized related to the qualified plan was $22 million and $21 million for year-to-date 2009 and 2008, respectively. The non-qualified plan is an unfunded plan which provides benefits beyond the Internal Revenue Code limits for qualified defined contribution plans. The plan permits associates to elect contributions up to a maximum percentage of eligible compensation. The Company matches associate contributions according to a predetermined formula and credits additional amounts based on a percentage of the associates eligible compensation and years of service. The plan also permits associates to defer additional compensation up to a maximum amount which the Company does not match. Associates accounts are credited with interest using a rate determined by the Company. Associate contributions and the related interest vest immediately. Company contributions and credits, along with related interest, are subject to vesting based on years of service. Associates may elect in-service distributions for the unmatched additional deferred compensation component only. The remaining vested portion of associates accounts in the plan will be distributed upon termination of employment in either a lump sum or in equal annual installments over a specified period of up to 10 years. Total expense recognized related to the non-qualified plan was $4 million and $5 million for the second quarter of 2009 and 2008, respectively. Total expense recognized related to the non-qualified plan was $9 million and $10 million for the year-to-date 2009 and 2008, respectively.

18. Segment Information

18. Segment Information
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
18. Segment Information	18. Segment Information The Company has two reportable segments: Victorias Secret and Bath Body Works. The Victorias Secret segment sells womens intimate and other apparel, personal care and beauty products and accessories under the Victorias Secret, Pink and La Senza brand names. Victorias Secret merchandise is sold through retail stores, its website, www.VictoriasSecret.com, and its catalogue. Through its website and catalogue, certain Victorias Secrets merchandise may be purchased worldwide. La Senza sells merchandise through retail stores located throughout Canada and licensed stores in 47 other countries. La Senza products may also be purchased through its website, www.LaSenza.com. The Bath Body Works segment sells personal care, beauty and home fragrance products under the Bath Body Works, C.O. Bigelow, White Barn Candle Company and other brand names. Bath Body Works merchandise is sold at retail stores and through its website, www.bathandbodyworks.com. Other consists of the following: Henri Bendel, operator of six specialty stores which feature accessories and personal care products; Bath Body Works Canada, operator of fourteen specialty stores which feature personal care, beauty and home fragrance products; Mast, an apparel merchandise sourcing and production company serving Victorias Secret, La Senza and third-party customers; Beauty Avenues, a personal care sourcing and production company serving Victorias Secret, La Senza and Bath Body Works; and Corporate functions including non-core real estate, equity investments and other governance functions such as treasury and tax. The following table provides the Companys segment information for second quarter and year-to-date 2009 and 2008: Victorias Secret Bath BodyWorks Other Total (in millions) 2009 Second Quarter: Net Sales $ 1,306 $ 534 $ 227 $ 2,067 Operating Income (Loss) 126 44 (12 ) 158 Year-to-Date: Net Sales $ 2,431 $ 936 $ 425 $ 3,792 Operating Income 213 48 (38 ) 223 2008 Second Quarter: Net Sales $ 1,471 $ 553 $ 260 $ 2,284 Operating Income (Loss) 183 41 (38 ) 186 Year-to-Date: Net Sales $ 2,725 $ 952 $ 532 $ 4,209 Operating Income (a) 332 35 28 395 (a) Other includes $109 million net gain from joint ventures. The Companys international sales, including La Senza, Bath Body Works Canada and direct sales shipped internationally, totaled $155 million and $179 million for second quarter of 2009 and 2008, respectively. The Companys international sales totaled $268 million and $331 million for year-to-date 2009 and 2008, respectively.

19. Subsequent Event

19. Subsequent Event
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
19. Subsequent Event	19. Subsequent Event Subsequent to August1, 2009, the Company repurchased $103 million of the $300 million Notes due in December 2012 through a tender offer and prepaid $267 million of the Term Loan. For additional information, see Note 15, Long-term Debt.

20. Supplemental Guarantor Fina

20. Supplemental Guarantor Financial Information
	6 Months Ended Aug. 01, 2009 USD / shares
Notes to Financial Statements [Abstract]
20. Supplemental Guarantor Financial Information	20. Supplemental Guarantor Financial Information On June15, 2009, the Company issued $500 million of 8.50% notes due in June 2019 through an institutional private placement offering. The obligation to pay principal and interest on these notes is jointly and severally guaranteed on a full and unconditional basis by certain of the Companys wholly-owned subsidiaries. The Company and the guarantors will use their reasonable best efforts to publicly register new notes with substantially identical terms in a planned future exchange offer. The Company is a holding company and its most significant assets are the stock of its subsidiaries. The guarantors represent (a)substantially all of the sales of our domestic subsidiaries, (b)more than 90% of the assets owned by our domestic subsidiaries, other than real property, certain other assets and intercompany investments and balances and (c)more than 95% of the accounts receivable and inventory directly owned by our domestic subsidiaries. The following supplemental financial information sets forth for the Company and its guarantor and non-guarantor subsidiaries: (a)the condensed consolidating balance sheets as of August1, 2009,January31, 2009 and August2, 2008, (b)the condensed consolidating statements of income for the quarter and year-to-date periods ended August1, 2009 and August2, 2008 and (c)the condensed consolidating statements of cash flows for the year-to-date periods ended August1, 2009 and August2, 2008. LIMITED BRANDS, INC. CONSOLIDATED BALANCE SHEETS (in millions) (Unaudited) August1, 2009 Limited Brands,Inc. Guarantor Subsidiaries Non- guarantor Subsidiaries Eliminations Consolidated Limited Brands, Inc. ASSETS Current Assets: Cash and Cash Equivalents $ $ 1,237 $ 313 $ $ 1,550 Accounts Receivable, Net 202 28 230 Inventories 926 168 (3 ) 1,091 Other 186 76 262 Total Current Assets 2,551 585 (3 ) 3,133 Property and Equipment, Net 1,108 742 1,850 Goodwill 1,318 123 1,441 Trade Names and Other Intangible Assets, Net 420 179 599 Net Investments in and Advances to/from Consolidated Affiliates 12,865 11,021 8,271 (32,157 ) Other Assets 36 96 745 (715 ) 162 Total Assets $ 12,901 $ 16,514 $ 10,645 $ (32,875 ) $ 7,185 LIABILITIES AND EQUITY Current Liabilities: Accounts Payable $ $ 322 $ 186 $ $ 508 Accrued Expenses and Other 38 324 195 557 Income Taxes (1 ) 11 23 33 Total Current Liabilities 37 657 404 1,098 Deferred Income Taxes (3 ) 22 201 220 Long-term D

Document Information

Document Information
	6 Months Ended Aug. 01, 2009 USD / shares
Document Information [Text Block]
Document Type	8-K
Amendment Flag	false
Document Period End Date	2009-11-10

Entity Information

Entity Information
	6 Months Ended Aug. 01, 2009 USD / shares
Entity [Text Block]
Trading Symbol	LTD
Entity Registrant Name	LIMITED BRANDS INC
Entity Central Index Key	0000701985