Securities and Exchange Commission Washington, D.C. 20549 Form 10-Q/A Dillard Department Stores, Inc. (Exact Name of Registrant as Specified in Charter) Amendment No. 1 The undersigned registrant hereby amends Item 1 of its Quarterly Report on form 10-Q for the quarterly period ended April 29, 1995, by amending the twelve months average shares outstanding and the headings appearing above the columns on its Consolidated Statements of Income and Retained Earnings. Item 1, as amended, appears below in its entirety. ITEM 1 Financial Statements CONSOLIDATED BALANCE SHEETS DILLARD DEPARTMENT STORES, INC. (Unaudited) (Thousands) April 29 January 28 April 30 1995 1995 1994 ASSETS CURRENT ASSETS Cash and cash equivalents $48,889 $51,095 $49,619 Trade accounts receivable 1,034,356 1,102,104 1,031,967 Merchandise inventories 1,584,719 1,362,756 1,480,884 Other current assets 9,410 8,847 5,086 TOTAL CURRENT ASSETS 2,677,374 2,524,802 2,567,556 INVESTMENTS AND OTHER ASSETS 75,653 68,810 68,038 PROPERTY AND EQUIPMENT, NET 1,942,851 1,911,453 1,874,578 CONSTRUCTION IN PROGRESS 33,399 49,469 19,293 BUILDINGS UNDER CAPITAL LEASES 22,831 23,223 24,788 $4,752,108 $4,577,757 $4,554,253 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Trade accounts payable and accrued expenses $660,364 $545,522 $633,105 Commercial paper 129,825 89,906 137,124 Federal and state income taxes 44,967 65,454 46,036 Current portion of long-term debt 55,865 55,903 65,082 Current portion of capital lease obligations 2,038 2,173 2,060 TOTAL CURRENT LIABILITIES 893,059 758,958 883,407 LONG-TERM DEBT 1,173,998 1,178,503 1,236,616 CAPITAL LEASE OBLIGATIONS 22,046 22,279 23,890 DEFERRED INCOME TAXES 294,450 294,450 282,648 STOCKHOLDERS' EQUITY Preferred Stock 440 440 440 Common Stock 1,130 1,130 1,130 Additional paid-in capital 624,086 624,086 622,634 Retained earnings 1,742,899 1,697,911 1,503,488 2,368,555 2,323,567 2,127,692 $4,752,108 $4,577,757 $4,554,253 See notes to consolidated financial statements. CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS DILLARD DEPARTMENT STORES, INC. (Unaudited) (Thousands, except per share data) Three Months Ended Twelve Months Ended April 29 April 30 April 29 April 30 1995 1994 1995 1994 Net sales (including leased departments) $1,326,754 $1,283,941 $5,588,616 $5,251,410 Service charges, interest, and other 47,522 48,022 182,285 182,393 1,374,276 1,331,963 5,770,901 5,433,803 Cost and expenses: Cost of sales 881,928 853,079 3,643,477 3,405,886 Advertising, selling, administrative and general expenses 327,460 311,210 1,344,603 1,256,628 Depreciation and amortization 47,816 45,716 192,399 175,941 Rentals 11,629 13,395 63,150 65,487 Interest and debt expense 27,414 30,652 121,044 128,564 1,296,247 1,254,052 5,364,673 5,032,506 INCOME BEFORE INCOME TAXES 78,029 77,911 406,228 401,297 Federal and state income taxes 29,650 29,605 154,365 160,030 NET INCOME 48,379 48,306 251,863 241,267 Retained earnings at beginning of period 1,697,911 1,457,443 1,503,488 1,271,275 1,746,290 1,505,749 1,755,351 1,512,542 Cash dividends declared (3,391) (2,261) (12,452) (9,054) RETAINED EARNINGS AT END OF PERIOD $1,742,899 $1,503,488 $1,742,899 $1,503,488 Net income per common share $0.43 $0.43 $2.23 $2.14 Cash dividends declared per common share $0.03 $0.02 $0.08 $0.08 Average shares outstanding 113,046 113,001 113,025 112,888 See notes to consolidated financial statements. CONSOLIDATED STATEMENTS OF CASH FLOWS DILLARD DEPARTMENT STORES, INC. (Unaudited) (Thousands) Three Months Ended April 29 April 30 1995 1994 OPERATING ACTIVITITES Net income $48,379 $48,306 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 48,153 46,118 Changes in operating assets and liabilities: Decrease in trade accounts receivable 67,748 64,563 Increase in merchandise inventories and other current assets (222,526) (177,050) Increase in investments and other assets (7,180) (16,330) Increase in trade accounts payable and accrued expenses and income taxes 94,365 95,644 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 28,939 61,251 INVESTING ACTIVITIES Purchase of property and equipment (62,752) (42,905) NET CASH USED IN INVESTING ACTIVITIES (62,752) (42,905) FINANCING ACTIVITIES Net increase (decrease) in commercial paper 39,919 (8,152) Principal payments on long-term debt and capital lease obligations (4,911) (9,569) Dividends paid (3,401) (2,250) NET CASH PROVIDED BY FINANCING ACTIVITIES 31,607 (19,971) DECREASE INCREASE IN CASH AND CASH EQUIVALENTS (2,206) (1,625) Cash and cash equivalents at beginning of period 51,095 51,244 CASH AND CASH EQUIVALENTS AT END OF PERIOD $48,889 $49,619 See notes to consolidated financial statements. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 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. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended April 29, 1995 are not necessarily indicative of the results that may be expected for the fiscal year ended February 3, 1996 due to the seasonal nature of the business. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the fiscal year ended January 28, 1995. 2. The retail last-in, first-out (LIFO) inventory method is used to value merchandise inventories. Under this method, at April 29, 1995, and April 30, 1994, the LIFO cost of merchandise inventories was approximately $500,000 and $14,500,000, respectively, less than the first-in, first-out (FIFO) cost. At January 28, 1995, the LIFO cost of merchandise inventories was approximately equal to FIFO cost. At January 29, 1994, the LIFO cost of merchandise inventories was approximately $13,200,000 less than FIFO cost. 3. Net sales include leased department sales of $7,300,000 and $8,900,000 for the quarters ending April 29, 1995 and April 30, 1994, respectively. Leased department sales for the twelve months ending April 29, 1995 and April 30, 1994 were $44,600,000 and $61,200,000, respectively. 4. On June 1, 1995, the Company issued $100,000,000 aggregate principal amount of its 6.875% coupon, (6.99% yield to maturity) notes due June 1, 2005. The notes were sold in an underwritten public offering. Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to be signed on its behalf by the undersigned hereunto duly authorized. Dillard Department Stores, Inc. Date: June 19, 1995 By: Steven K. Nelson Steven K. Nelson Vice President, Controller