UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarter ended April 30, 1995 Commission File No. 1-10952
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DUTY FREE INTERNATIONAL, INC.
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(Exact name of Registrant as specified in its charter)
Maryland 52-1292246
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification
No.)
63 Copps Hill Road, Ridgefield, Connecticut
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(Address of principal executive offices)
06877
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(Zip Code)
Registrant's telephone number, including area code: 203-431-6057
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Indicate by checkmark 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
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At March 31, 1995, 27,243,550 shares of $.01 par value common stock of
the registrant were outstanding.
Page 1 of 15
DUTY FREE INTERNATIONAL, INC.
April 30, 1995
INDEX
Part I. Financial Information Page
------------------------------ ----
Item 1. Financial Statements
Consolidated Balance Sheets as of 3
April 30, 1995 (unaudited) and
January 29, 1995
Consolidated Statements of Earnings 4
(unaudited) for the quarters
ended April 30, 1995 and 1994
Consolidated Statement of Stockholders' 5
Equity (unaudited) for the quarter
ended April 30, 1995
Consolidated Statements of Cash Flows 6
(unaudited) for the quarters
ended April 30, 1995 and 1994
Notes to Consolidated Financial 7-8
Statements (unaudited)
Item 2. Management's Discussion and Analysis 9-12
of Financial Condition and Results of
Operations
Part II. Other Information
---------------------------
Item 1. Legal Proceedings 13
Item 6. Exhibits and Reports on Form 8-K 13
Signature 14
Form 10-Q
Page 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
DUTY FREE INTERNATIONAL, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands)
April 30, January 29,
1995 1995
---------- -----------
(unaudited) (note 1)
ASSETS
------
Current assets:
Cash and cash equivalents $ 28,988 $ 31,353
Short-term investments (fair value of
$16,603 and $13,010, respectively) 16,654 13,086
Receivables:
Trade receivables, less allowance for
doubtful accounts of $862 and $795 20,431 20,183
Other 11,077 11,400
--------- ---------
31,508 31,583
--------- ---------
Merchandise inventories 97,281 95,112
Prepaid expenses and other current assets 10,515 9,962
--------- ---------
Total current assets 184,946 181,096
Long-term investments (fair value of
$8,118 and $9,500, respectively) 8,201 9,653
Property and equipment, net 85,122 82,533
Excess of cost over net assets of
subsidiaries acquired, net 64,374 64,682
Other intangible assets, net 24,891 25,571
Other assets, net 22,090 23,607
--------- ---------
$ 389,624 $ 387,142
--------- ---------
--------- ---------
LIABILITIES AND STOCKHOLDERS' EQUITY
----------------------------------------
Current liabilities:
Current maturities of long-term debt $ 2,611 $ 2,611
Accounts payable, trade 36,484 30,964
Accrued restructuring expenses 2,269 3,941
Other current liabilities 28,422 29,584
--------- ---------
Total current liabilities 69,786 67,100
Long-term debt, excluding current
maturities 114,737 115,798
Other liabilities 3,242 3,093
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Total liabilities 187,765 185,991
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Stockholders' equity:
Common stock, par value $.01 per
per share. Authorized 75,000,000
shares; issued and outstanding
27,243,550 shares in both periods 272 272
Additional paid-in capital 80,121 80,121
Foreign currency translation
adjustments -- (603)
Retained earnings 121,466 121,361
--------- ---------
Total stockholders' equity 201,859 201,151
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$ 389,624 $ 387,142
--------- ---------
--------- ---------
See accompanying notes to the consolidated financial statements.
Form 10-Q
Page 4
DUTY FREE INTERNATIONAL, INC. AND SUBSIDIARIES
Consolidated Statements of Earnings
(Unaudited)
Quarter Ended
April 30,
--------------------------
1995 1994
--------- --------
(in thousands, except
earnings per share)
Net Sales $ 109,348 $ 83,243
Cost of sales 63,187 52,795
-------- --------
Gross profit 46,161 30,448
Advertising, storage and other
operating income 1,260 1,432
-------- --------
47,421 31,880
Selling, general and
administrative expenses 43,725 28,532
-------- --------
Operating income 3,696 3,348
Other income (expense):
Interest income 652 1,271
Interest expense (2,184) (2,019)
Other, net 162 845
-------- ---------
(1,370) 97
--------- ---------
Earnings before income taxes 2,326 3,445
Income taxes 860 1,275
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Net earnings $ 1,466 $ 2,170
-------- ---------
-------- ---------
Earnings per share $ 0.05 $ 0.08
-------- ---------
-------- ---------
Weighted average number
of shares outstanding 27,244 27,239
-------- --------
-------- --------
See accompanying notes to the consolidated financial statements..
Form 10-Q
Page 5
DUTY FREE INTERNATIONAL, INC. AND SUBSIDIARIES
Consolidated Statement of Stockholders' Equity
Quarter Ended April 30, 1995
(in thousands, unaudited)
Foreign
Common stock Additional currency Total
------------------ paid-in translation Retained stockholder's
Shares Amount capital adjustments earnings equity
------ ------ ---------- ----------- -------- ---------------
Balance at January 29, 1995 27,244 $272 $80,121 $(603) $121,361 $201,151
Dividends ($0.05 per share) -- -- -- -- (1,361) (1,361)
Change in foreign currency
translation adjustment (note 5) -- -- -- 603 -- 603
Net earnings -- -- -- -- 1,466 1,466
-------- -------- -------- ------- --------- ---------
Balance at April 30, 1995 27,244 $272 $80,121 $ 0 $121,466 $201,859
-------- -------- -------- ------- --------- ---------
-------- -------- -------- ------- --------- ---------
See accompanying notes to the consolidated financial statements.
Form 10-Q
Page 6
DUTY FREE INTERNATIONAL, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
Quarter Ended
April 30,
----------------------------------
1995 1994
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(in thousands)
Cash flows from operating activities:
Net earnings $ 1,466 $ 2,170
Adjustments to reconcile net earnings
to net cash provided by operating
activities:
Depreciation and amortization of
property and equipment 1,970 1,420
Other amortization 1,422 1,592
Provision for deferred income taxes 1,169 ---
Changes in operating assets and
liabilities:
Accounts receivable 76 (952)
Merchandise inventories (1,926) (1,595)
Prepaid expenses and other current
assets (1,581) 226
Accrued restructuring expenses (1,266) ---
Accounts payable, trade 5,523 6,301
Other current liabilities (1,095) 1,409
Other (10) (832)
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Net cash provided by operating
activities 5,748 9,739
--------- --------
Cash flows from investing activities:
Purchases of investments (3,750) (23,575)
Maturities of investments 1,554 12,860
Additions to property and equipment (2,800) (4,331)
Investments in and advances to
affiliates (342) (2,253)
Other (609) 303
-------- --------
Net cash used in investing
activities (5,947) (16,996)
-------- --------
Cash flows from financing activities:
Payment of borrowings (1,138) (1,022)
Dividends paid (1,362) (1,361)
Other 334 (328)
-------- --------
Net cash used in financing
activities (2,166) (2,711)
-------- --------
Net decrease in cash and
cash equivalents (2,365) (9,968)
Cash and cash equivalents at beginning
of period 31,353 99,669
-------- --------
Cash and cash equivalents at end of
period $28,988 $89,701
-------- --------
-------- --------
See accompanying notes to the consolidated financial statements.
Form 10-Q
Page 7
DUTY FREE INTERNATIONAL, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Unaudited)
(1) Consolidated Financial Statements
The consolidated financial statements included herein do not include
all information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles. For further information, such as the significant accounting
policies followed by the Company, refer to the notes to consolidated
financial statements set forth in the Company's annual report for the
year ended January 29, 1995.
In the opinion of management, the consolidated financial statements
include all necessary adjustments (consisting of normal recurring
accruals) for a fair presentation of the financial position, results of
operations and cash flows for the interim periods presented.
The results of operations for the quarter ended April 30, 1995 are
not necessarily indicative of the operating results to be expected for
the full year.
The balance sheet at January 29, 1995 has been derived from the
audited financial statements of the Company at that date.
(2) Principles of Consolidation
The consolidated financial statements include the accounts of the
Company and its wholly-owned subsidiaries. Long-term investments in
affiliates in which the Company does not have a majority interest or
control are accounted for by the equity method of accounting. All
significant intercompany balances and transactions have been eliminated
in consolidation.
(3) Earnings Per Share
Earnings per share are based on the weighted average number of shares
of common stock outstanding during each period.
(4) Foreign Exchange Forward Contracts
The only financial derivatives used by the Company are foreign
exchange forward contracts. The Company had approximately $11,140,000
of foreign exchange forward contracts outstanding at April 30, 1995 to
purchase British pounds, French francs, deutschmarks and Swiss francs.
The contracts outstanding at April 30, 1995 mature at various dates in
fiscal 1996. The fair values of these contracts were $11,478,000 as of
April 30, 1995. Fair values were estimated by obtaining quotes from
banks assuming all contracts were purchased on April 30, 1995.
(5) Restructuring
During the first quarter of fiscal 1996, the Company closed all five
of its Airport Division retail locations in Toronto, Canada, two small
speciality stores at airports in Bangor, Maine and Burlington, Vermont,
and sold its wholesale operations in Carson, California. The Company's
wholesale operations in Seattle, Washington, the only location scheduled
to be closed under the restructuring plan that has not been closed as of
April 30, 1995, will be closed in the second or third quarter of the
current year. There were no adjustments to restructuring costs during
the quarter ended April 30, 1995.
Form 10-Q
Page 8
The Company paid approximately $1,266,000 relating to restructuring
obligations during the quarter ended April 30, 1995 which consisted of
$568,000 for employee severance and other arrangements, $634,000 to
terminate property leases and rent for closed stores, and $64,000 for
miscellaneous other expenses. As of April 30, 1995, remaining payments
of $3,300,000 are expected to be paid for obligations incurred pursuant
to the restructuring plan. As of April 30, 1995, 187 store and
administrative employees have been terminated under the restructuring
plan. Approximately 210 store and administrative employees in total will
have been terminated when the restructuring is completed in the current
year.
Net sales of the stores and business locations closed or scheduled to
be closed under the restructuring plan were $1,315,000 and $2,959,000
for the quarters ended April 30, 1995 and 1994, respectively. Operating
losses of the stores and business locations closed or scheduled to be
closed under the restructuring plan were $114,000 and $778,000 for the
quarters ended April 30, 1995 and 1994, respectively.
Form 10-Q
Page 9
PART I. FINANCIAL INFORMATION (CONTINUED)
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
RESULTS OF OPERATIONS
- - ---------------------
Operating income was $3,696,000 for the quarter ended April 30,
1995, an increase of $348,000 or 10.4% from $3,348,000 for the quarter
ended April 30, 1994. The increase was due primarily to operating
income from the Inflight Division (purchased May 1, 1994), and
significant increases in the Northern Border and Airport Division's
operating income as a result of expense reductions resulting from the
restructuring plan and a decrease in amortization expense resulting from
the intangible revaluation in fiscal 1995. The above was partially
offset by a substantial decrease in the Southern Border Division's
operating income as a result of the significant drop in the value of the
Mexican peso versus the U.S. dollar in December 1994. The drop in the
value of the peso increased the cost of the Company's products for
Mexican customers and destabilized the Mexican economy. A $11,919,000
or 37.0% decrease in the Southern Border Division's sales more than
offset a $1,250,000 decrease in the Division's selling, general and
administrative expenses when compared to the prior year. The expense
reductions related primarily to lower employee and other operating
expenses resulting from a decrease in the number of hours stores are
open and reductions of advertising and promotional expenses. The
decrease in advertising and promotional expenses is not expected to
impact sales due to the significant reduction in customer counts in the
Southern Border market resulting from the peso devaluation. The
devaluation is expected to have a continuing, significant negative
impact on the Division's sales and earnings during the remainder of
fiscal 1996. The Company will consider closing stores and further
reductions of store hours if current sales trends continue during the
remainder of fiscal 1996.
Form 10-Q
Page 10
Net earnings for the quarter ended April 30, 1995 were $1,466,000,
or $0.05 per share, a decrease of $704,000 or 32.4% from $2,170,000, or
$0.08 per share, for the quarter ended April 30, 1994. As discussed
above, operating income increased by $348,000 when compared to the prior
year. Non-operating income decreased by $1,467,000 due primarily to a
$900,000 gain on the sale of the Company's 15% interest in Natural
Energy Unlimited during the quarter ended April 30, 1994, and a $619,000
decrease in interest income due to the purchase of Inflight Sales Group
Limited on May 1, 1994 (the purchase price was approximately
$73,300,000).
Net Sales
- - ---------
The following table sets forth, for the periods indicated, the net sales and
the percentage of total net sales for each of the Company's divisions and the
period to period change in such sales:
Quarter Ended April 30,
--------------------------------------
(in thousands, except for percentages)
Increase/(Decrease)
Divisional Quarter Ended
Net Sales 1995 1994 April 30, 1995 vs. 1994
- - --------------- ------------------- ------------------- ------------------------
Border:
Southern $ 20,269 18.5% $ 32,188 38.7% $(11,919) (37.0)%
Northern 14,424 13.2 14,870 17.9 (446) (3.0)%
Airport 23,283 21.3 20,364 24.4 2,919 14.3 %
Diplomatic
and Wholesale 13,557 12.4 15,821 19.0 (2,264) (14.3)%
Inflight 37,815 34.6 -0 N/A 37,815 N/A
-------- ----- -------- ------ --------- -----
$109,348 100.0% $ 83,243 100.0% $ 26,105 31.4%
-------- ----- -------- ----- --------- -----
-------- ----- -------- ----- --------- -----
The Company's net sales for the quarter ended April 30, 1995
decreased by 14.3% versus the quarter ended April 30, 1994 when the
sales of the Inflight Division (purchased May 1, 1994) and the stores
closed under the restructuring plan are excluded in both periods. The
decrease was due primarily to a $11,919,000 or 37.0% decrease in the
Southern Border Division's sales. The decrease in the Southern Border
Division's sales was due to a significant drop in the value of the
Mexican peso versus the U.S. dollar in December 1994 which increased the
costs of the Company's products for Mexican customers and destabilized
the Mexican economy. The devaluation is expected to have a continuing,
significant negative impact on the Division's sales and earnings during
the remainder of fiscal 1996. The Northern Border Division's sales for
the quarter ended April 30, 1995 were virtually unchanged from the
quarter ended April 30, 1994 when the sales of the stores closed under
the restructuring plan are excluded from the prior year. The improvement
in sales trends for the Northern Border Division from fiscal 1995 is due
primarily to the anniversary of the decrease in Canadian tobacco taxes
which occurred in the first quarter of fiscal 1995, and increases in
average transaction spend amounts by customers resulting from the
Form 10-Q
Page 11
Division's marketing and promotion programs. Airport Division sales for
the quarter ended April 30, 1995 were $23,283,000, an increase of 14.3%
from $20,364,000 in the first quarter of last year. Airport Division
sales at stores open during both periods increased by 8.5%. Management
believes the increase in sales at stores open during both periods was
due primarily to more favorable U.S. dollar exchange rates during the
first quarter of fiscal 1996 which resulted in an increase in the number
of foreign tourists traveling to the United States. This year's first
quarter sales include 12 stores opened in February 1995 in the new
Denver International Airport and two duty free shops opened in March
1995 in Boston's Logan International Airport. The Diplomatic and
Wholesale Division's sales decreased by 14.3% when compared to the prior
year due primarily to the Company continuing to de-emphasize what would
have been relatively low gross margin sales in this Division. Net sales
of the stores and businesses closed or scheduled to be closed under the
restructuring plan were $1,315,000 and $2,959,000 for the quarters ended
April 30, 1995 and 1994, respectively.
Cost of Sales and Gross Profit
- - ------------------------------
Cost of sales includes the cost of merchandise purchased from
suppliers and the cost of distribution to store locations. Gross
profit, as a percentage of net sales, increased to 42.2% in the first
quarter of fiscal 1996 from 36.6% for the same period in the prior year.
The increase was due primarily to the Inflight Division (purchased May
1, 1994) having gross profit margins higher than the Company's average
gross profit margin.
The restructuring plan did not and will not have a material effect on
the Company's gross profit.
Selling, General, and Administrative Expenses
- - ---------------------------------------------
Selling, general and administrative expenses, as a percentage of
net sales, increased to 40.0% in the first quarter of fiscal 1996 from
34.3% in the first quarter of fiscal 1995. The increase was due
primarily to the following factors:
* A 37.0% decrease in the Southern Border Division's net sales
which has selling, general and administrative expenses, as a
percentage of net sales, significantly lower than the
Company average. The Company reduced the Southern Border
Division's selling, general and administrative expenses by
approximately $1,250,000 during the first quarter of fiscal
1995 when compared to the same period in the prior year;
however, these expense reductions were more than offset by
the $11,919,000 or 37.0% decrease in the Division's net
sales. The expense reductions related primarily to lower
employee and other operating expenses resulting from a
reduction in the number of hours stores are open and
reductions of advertising and promotion expenses. The
decrease in advertising and promotion expenses is not
expected to impact sales in view of the significant
reduction in customer counts in the Southern Border market.
The Company will consider closing stores and further
reductions of store hours if current sales trends continue
during the remainder of fiscal 1996.
* The Inflight Division (purchased May 1, 1994) having
selling, general and administrative expenses, as a
percentage of net sales, higher than the Company average due
primarily to commission expenses paid to airlines and the
amortization of intangible assets related to the purchase.
Form 10-Q
Page 12
The restructuring plan and the revaluation of intangible assets in
the third quarter of fiscal 1995 reduced the Company's selling, general
and administrative expenses by approximately $2,200,000 in the first
quarter of fiscal 1996 when compared to the same period in the prior
year.
Other Income (Expense)
- - ----------------------
Other income decreased by $1,467,000 in the first quarter of
fiscal 1996 from the same period in the prior year. The decrease was
due primarily to a $900,000 gain on the sale of the Company's 15%
interest in Natural Energy Unlimited in the first quarter of fiscal
1995, and a decrease in interest income resulting from the purchase of
Inflight in fiscal 1995 (the purchase price was approximately
$73,300,000).
Income Taxes
- - ---------------
Income taxes, as a percentage of earnings before income taxes, was
unchanged from the first quarter of last year.
RESTRUCTURING
- - ---------------
During the first quarter of fiscal 1996, the Company closed all
five of its Airport Division retail locations in Toronto, Canada, two
small speciality stores at airports in Bangor, Maine and Burlington,
Vermont, and sold its wholesale operations in Carson, California. The
Company's wholesale operations in Seattle, Washington, the only location
scheduled to be closed under the restructuring plan that has not been
closed as of April 30, 1995, will be closed in the second or third
quarter of fiscal 1996. There were no adjustments to restructuring
costs during the quarter ended April 30, 1995.
The Company paid approximately $1,266,000 relating to
restructuring obligations during the quarter ended April 30, 1995 which
consisted of $568,000 for employee severance and other arrangements,
$634,000 to terminate property leases and rent for closed stores, and
$64,000 for miscellaneous other expenses. As of April 30, 1995,
remaining payments of $3,300,000 are expected to be paid for obligations
incurred pursuant to the restructuring plan. As of April 30, 1995, 187
store and administrative employees have been terminated under the
restructuring plan. Approximately 210 store and administrative employees
in total will have been terminated when the restructuring is completed.
Net sales of the stores and business locations closed or scheduled
to be closed under the restructuring plan were $1,315,000 and $2,959,000
for the quarters ended April 30, 1995 and 1994, respectively. Operating
losses of the stores and business locations closed or scheduled to be
closed under the restructuring plan were $114,000 and $778,000 for the
quarters ended April 30, 1995 and 1994, respectively.
LIQUIDITY AND CAPITAL RESOURCES
- - -------------------------------
On May 26, 1995, the Company signed a fully committed $75,000,000
revolving line of credit and letter of credit facility expiring in May
1998. Borrowings under the agreement bear interest at a rate selected
by the Company based on the prime rate, federal funds rate or the London
Interbank Offered Rate. The credit facility contains covenants which
require, among other things, maintenance of minimum tangible net worth,
as defined, and certain financial ratios. Currently, the Company has
no plans to make any borrowings under the facility.
Form 10-Q
Page 13
In March 1995, Standard and Poor's downgraded its rating of the
Company's $115,000,000 senior notes from BBB to BBB-, and in April 1995,
Moody's Investor Services downgraded its rating of the Company's
$115,000,000 senior notes from Bal to Ba2, primarily in response to the
devaluation of the Mexican peso. The downgrades will not affect the
Company's current borrowing costs under the senior notes, and the
Company's senior notes remain investment grade according to Standard and
Poor's. However, the downgrades will increase the costs of any
borrowings in the future under the $75,000,000 revolving line of credit
and letter of credit facility.
Net cash provided by operating activities was $5,748,000 for the
quarter ended April 30, 1995. Working capital was $115,160,000 as of
April 30, 1995, an increase of $1,164,000 from $113,996,000 as of
January 29, 1995. The Company believes its existing funds, cash
provided by operating activities and available borrowings will be
sufficient to meet its current liquidity and capital requirements.
REGULATION AND ECONOMIC FACTORS AFFECTING THE DUTY FREE INDUSTRY
- - -----------------------------------------------------------------
The Company's sales and gross profit margins are affected by
factors specifically related to the duty free industry. Most countries
have allowances on the import of duty free goods. Decreases in the duty
free allowances of foreign countries or stricter eligibility
requirements for duty free purchases, as well as decreases in tax and
duty rates imposed by foreign jurisdictions could have a negative effect
on the Company's sales and gross profit margins (particularly Canada and
Mexico). Conversely, increases could have a positive effect on the
Company's sales and gross profit.
The principal customers of the Company are residents of foreign
countries whose purchases of duty free merchandise may be affected by
trends in the economies of foreign countries and changes in the value of
the U.S. dollar relative to their own currencies. Any significant
increase in the value of the U.S. dollar relative to the currencies of
foreign countries, particularly Canada, Mexico and Japan, could have an
adverse impact on the number of travelers visiting the United States and
the dollar amount of duty free purchases made by them from the Company.
A significant increase in gasoline prices or a shortage of fuel may also
reduce the number of international travelers and thereby adversely
affect the Company's sales. In addition, the Company imports a
significant portion of its products from Western Europe and Canada at
prices negotiated either in U.S. dollars or foreign currencies. As a
result, the Company's costs are affected by fluctuations in the value of
the U.S. dollar in relation to major Western European and Canadian
currencies. A decrease in the purchasing power of the U.S. dollar
relative to other currencies causes a corresponding increase in the
purchase price of products. The Company enters into foreign exchange
forward contracts as a hedge against a portion of its exposure to
currency fluctuations on commitments to purchase merchandise.
Form 10-Q
Page 14
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
In addition to the notices of liquidated damages issued by the
U.S. Customs Service that were referred to in the Registrant's Annual
Report on Form 10-K for the fiscal year ended January 29, 1995 (Item 3.
Legal Proceedings), the Customs Service has also issued a pre-penalty
notice in the amount of $200,000 which relates as well to alleged
violations of customs rules governing the handling and sale of bonded
merchandise at a subsidiary's bonded warehouse in Seattle, Washington.
The action purportedly commenced by certain former stockholders of
UETA, Inc. (by the filing of a complaint on or about April 20, 1995) in
the District Court, 285th Judicial District, Bexar County, Texas was
removed by the defendants (who are directors and officers of the
Registrant) to the U.S. District Court for the Western District of Texas
(San Antonio Division) on May 19, 1995. Subsequently, the plaintiffs
discontinued this action without prejudice.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
27.1 Financial Data Schedule.
(b) A Current Report on Form 8-K dated February 28, 1995 was
filed relating to the Company's fiscal 1995 financial results.
Form 10-Q
Page 15
SIGNATURE
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.
DUTY FREE INTERNATIONAL,INC.
Date: 6/9/95 /s/ Gerald F. Egan
--------------- --------------------------
Gerald F. Egan
Vice President-Finance and
Chief Financial Officer