SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section l3 or l5(d)
of the Securities Exchange Act of l934
For the fiscal year ended June 30, l996 Commission File Number 0-18927
TANDY BRANDS ACCESSORIES, INC.
------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
A Delaware Corporation
- -------------------------------
(State or other jurisdiction of
incorporation or organization) 75-2349915
690 E. Lamar Blvd., Suite 200 (I.R.S. Employer
Arlington, Texas 76011 Identification Number)
(Address of Principal Executive Offices)
(Registrant's Telephone Number, Including Area Code) (817) 548-0090
Securities registered pursuant to Section l2(b) of the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
Title of Class
Common Stock, Par Value $1 Per Share
Indicate by check mark whether the registrant (l) has filed
all reports required to be filed by Section l3 or l5(d) of the
Securities Exchange Act of l934 during the preceding l2 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 by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
The aggregate market value of the voting stock held by non-
affiliates of the registrant (based on the closing price of such
stock as reported on August 30, l996, through the National Market
System of the National Association of Securities Dealers
Automated Quotation System) was approximately $25,085,000.
There were 1,302 shares of common stock, $1.00 par value per
share, outstanding at August 30, 1996.
DOCUMENTS INCORPORATED BY REFERENCE:
(a) Annual Report to Stockholders for Fiscal Year Ended June 30,
l996 (incorporated by reference in Parts II and IV).
(b) Definitive Proxy Statement for the Annual Meeting to be held
November 4, 1996 (incorporated by reference in Part III).
TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
Form 10-K
Part I
ITEM 1. Business.
Tandy Brands Accessories, Inc. ("the Company") designs,
purchases, manufactures and markets fine leather goods,
accessories and neckwear for men, women and children. The
Company was incorporated on November 1, 1990. However, the
predecessor companies to its leather product manufacturing
division ("Accessories") have been manufacturers and marketers of
men's and boys' leather accessories for more than 50 years and of
neckwear for more than 10 years. Men's accessories are also
marketed and manufactured through not only the Accessories
division, but also through Canterbury and H.A. Sheldon. In
addition to its men's accessories operations, the Company designs
and markets women's and children's accessories through Accessory
Design Group, Inc. ("ADG") and Prince Gardner ("PG").
The Company purchased certain assets of Prince Gardner Inc.
on April 4, 1994, for $7,690,000 through a foreclosure sale held
by PG's secured lender. Prince Gardner was originally acquired
to strengthen and broaden the Company's ability to achieve more
sales in its men's and women's accessory product lines in better
department stores. What Tandy Brands had hoped to acquire was a
name that engendered brand loyalty and therefore sales. Prince
Gardner had a very recognizable name, but brand recognition does
not necessarily translate into brand loyalty and therefore into
sales. Prince Gardner's operating results for the last two years
were disappointing. Therefore, after a thorough review conducted
in 1996 by management, based upon future estimated undiscounted
cash flows, it was determined that future cash flows would be
insufficient to recover the Prince Gardner division's goodwill
and other intangibles. Accordingly, an impairment write-off of
$3,976,000 was recognized in the fourth quarter of fiscal 1996.
On May 1, 1995, TBAC-Canterbury, Inc. ("Canterbury"), a
wholly owned subsidiary of Tandy Brands Accessories, Inc.,
acquired substantially all the assets and assumed substantially
all the liabilities of Canterbury Belts, Ltd., and its wholly
owned subsidiary. The assets acquired included, but were not
limited to, accounts receivable, inventory, equipment, trade
names and other intangibles. The cash purchase price was
approximately $4,946,000. Canterbury is a manufacturer and
marketer of leather and fabric belts and suspenders for men and
belts for women and children. Canterbury sells its products
primarily to better specialty stores. The acquisition of
Canterbury has allowed the Company to add a new distribution
channel where it can market better quality, higher margin
products.
On August 30, 1994, H.A. Sheldon Canada Ltd. ("HAS"), a
wholly owned Canadian subsidiary of Tandy Brands Accessories,
Inc., acquired substantially all the assets and assumed
substantially all the liabilities of H.A. Sheldon Inc. The cash
purchase price was $2,550,000. HAS is a manufacturer and
marketer of men's belts, wallets and suspenders, located in
Toronto, Canada.
The Company's merchandising strategy is to provide value to
retailers and to the ultimate consumer through a wide range of
quality products. Accessories' largest selling products are
belts and wallets. Management estimates these items represented
approximately 46%, 48% and 60% of the Company's sales in fiscal
1996, 1995 and 1994, respectively. Neckwear, men's jewelry,
shaving kits, umbrellas and other gift accessories collectively
accounted for Accessories' remaining sales. Accessories,
Canterbury, HAS, PG and ADG sell their products to a variety of
retail outlets, including national chain stores, discount stores,
major department stores, specialty stores, catalogue retailers
and the retail exchange operations of the United States military.
PG sells primarily women's belts and small leather accessories.
ADG's largest selling category is belts, followed by button
covers, hosiery, hair goods, evening accessories and various
other fashion accessories.
Accessories manufactures and markets its leather goods
primarily under the labels HICKOK, GREG NORMAN, PRINCE
GARDNER, BUGLE BOY, TEX TAN, DUCKS UNLIMITED, DON LOPER of
BEVERLY HILLS, MANHATTAN, FRENCH TOAST, JOHN HENRY, HAGGAR,
REED ST. JAMES, JAMES B. FAIRCHILD and various private store
labels. Although Accessories' leather product lines include
similar types of merchandise, Accessories tailors each line to
appeal to the customer base of the specific channel of
distribution. The HICKOK, BUGLE BOY, MANHATTAN, FRENCH TOAST
and REED ST. JAMES lines are sold principally through national
chain stores and mass merchandisers. The TEX TAN, GREG NORMAN,
PRINCE GARDNER, DUCKS UNLIMITED, DON LOPER of BEVERLY HILLS,
JOHN HENRY, HAGGAR and JAMES B. FAIRCHILD lines are sold
primarily through men's specialty stores and department stores.
TEX TAN and DON LOPER of BEVERLY HILLS goods are also sold to
military retail operations. Neckwear is manufactured and sold
under the labels BARRY WELLS, DUCKS UNLIMITED, LUCARELLI,
RHYNECLIFF, LE-BIL'S, HICKOK, JAMES B. FAIRCHILD, ORLEANS,
CARLOS TOMASSINITM and various private store labels, and is sold
through all of Accessories' channels of distribution. ADG and
PG products are marketed under various labels including PRINCE
GARDNER, PRINCESS GARDNER, JONES NEW YORK, ACCESSORY DESIGN
GROUP and ADG. These products are also licensed under various
private store labels. Canterbury manufactures and markets its
products under the CANTERBURY label. HAS manufactures and
markets its products under the label REED ST. JAMES and various
private store labels.
The Company designs all of its leather products, women's
accessories and neckwear. Generally, new product styles are
introduced each Spring and Fall. Wallets and certain other
accessories are less subject to seasonal tastes and fashion
trends.
In order to reduce its exposure to periods of economic
decline, the Company has diversified its channels of distribution
and increased sales to other mass merchandisers and national
chain and discount stores. Wal-Mart is the Company's largest
customer, representing 35%, 40% and 45% of its total sales for
the fiscal years ended June 30, 1996, 1995 and 1994,
respectively. The Company has no long-term contracts with any of
its customers and all accounts are subject to periodic reviews.
The Company had firm backlog orders for fiscal years 1996 and
1995 totaling $5,056,000 and $3,684,000 respectively. Shipment
of backlog orders in fiscal 1997 is subject to product
availability prior to customer order cancellation dates.
The Company's marketing strategy is to develop and maintain
relationships with its retail accounts by emphasizing service and
product value. The Company's accounts are developed through the
efforts of senior management, regional managers, account
executives and a sales organization of salespeople and
independent sales representatives. Senior management, regional
managers, and account executives are all utilized for
concentrated, specialized selling to national chain stores,
discount stores, major department stores and catalogue retailers.
Salespeople are involved in selling and servicing most account
types and are primarily responsible for selling to specialty
stores.
The Company adjusts the respective percentages of
domestically manufactured and imported products and the sources
of imported products, as appropriate, to reduce labor and
material costs, to diversify its product lines and to reduce
exposure to interruption of its product flow. ADG and PG import
the majority of their product lines from various foreign sources.
The Company's inventory constitutes approximately 46% of
total assets and has historically turned over about twice a year.
This is consistent with other companies in the small leather
goods and accessories industries, with slight variations from
year to year. This rate of turnover is due to the long lead
times associated with the purchase of raw materials to
manufacture belts and the Company's commitment to satisfy
customer's rapid delivery requirements. The major raw materials
for the Company's products are readily available from a variety
of foreign and domestic sources.
The Company's operating results are subject to seasonal
variations as well as the status of the economy. Its sales and
operating results are fairly consistent throughout the fiscal
year, but there is generally a seasonal increase during the
second fiscal quarter. Due to receipt of cash from seasonal sales
peaks and payment terms granted certain customers of Accessories,
cash receipts increases usually occur in December and June.
Current financial resources (working capital and borrowing
arrangements) and anticipated funds from operations are expected
to be adequate to meet capital requirements in the year ahead.
The Company owns the trademarks HICKOK, CANTERBURY, PRINCE
GARDNER, PRINCESS GARDNER, LUCARELLI, RHYNECLIFF, DON LOPER
of BEVERLY HILLS, CARLOS TOMASSINI, ORLEANS, BARRY WELLS, and
LE-BIL'S. The PRINCE GARDNER, PRINCESS GARDNER and
CANTERBURY trade names, as well as various trade names used by
HAS were purchased by the Company through the acquisition
transactions described above. Additionally, the Company holds
licenses to use the JONES NEW YORK, GREG NORMAN, BUGLE BOY,
DUCKS UNLIMITED, MANHATTAN, FRENCH TOAST, JOHN HENRY,
HAGGAR, TEX TAN, REED ST. JAMES, ROBERT BRUCE, and JAMES B.
FAIRCHILD trademarks. Generally, the license agreements require
that the Company pay annual royalties, ranging from 2% to 13%,
based on minimum sales quotas or sales. The terms of the
agreements are typically 4 to 10 years, with options to extend
the terms, provided certain sales or royalty minimums are
achieved. For fiscal 1996, no license agreement sales accounted
for 5% or more of the Company's net sales.
Discontinued Operation
During fiscal year 1995, the Company announced its decision to
dispose of the Always In Style operations. Always In Style was
acquired in November of 1993 for total consideration of
$1,350,000 which included 36,364 shares of Company common stock
and cash. Always In Style was originally acquired by the Company
in an effort to establish a position in the emerging shop-at-home
market. The decision to discontinue Always In Style was made
after a reevaluation of the Company's present position in the
home-TV shopping business.
The consolidated statements of income for fiscal years 1996, 1995
and 1994 exclude sales and expenses of the discontinued operation
from captions applicable to continuing operations. Net sales for
Always In Style were approximately $2,690,000 and $1,190,000 for
the period prior to the measurement date in 1995 and for the year
ended June 30, 1994, respectively. The after-tax loss from
discontinuing Always In Style, including the write-off of
$1,363,000 of goodwill, reduced income by approximately
$3,242,000, or $.62 per share, for the year ending June 30, 1995.
Competition
The market for finished leather goods, neckwear and women's
accessories is fragmented and highly competitive. There are
numerous competitors who serve the same customers and markets as
the Company.
Employees
The Company had approximately 659 employees at June 30,
1996. In the opinion of the Company's management, employee
relations are good. The Company's employees are not subject to a
collective bargaining agreement.
ITEM 2. Properties.
The Company owns and operates a facility in Yoakum, Texas,
which is used for leather product manufacturing, product
distribution and offices. This facility has the capacity to
manufacture approximately 4.0 million belts in a year. During
fiscal 1996, the Company's utilization averaged about 72%. The
Company leases facilities in Little Rock, Arkansas, Scarborough,
Canada, and Dominican Republic which are used for the
manufacturing of neckwear and leather goods, respectively.
Additionally, the Company leases warehouse space in Dallas,
Texas, for ADG and office space in Arlington, Texas, for the
corporate headquarters, ADG and PG. The Company has a renewal
option for its office space in Arlington. In the opinion of
management, the various corporate, ADG, PG, HAS and neckwear
spaces are adequate and suitable for the particular use involved.
The Yoakum, Texas, manufacturing and distribution centers are
considered adequate.
The total space owned, leased and occupied by the Company as
of June 30, l996, was as follows:
Approximate Square Feet
-------------------------------------
Owned Leased Total
--------- ---------- ------------
Warehouse and Office 127,000 107,000 234,000
Factory 63,000 39,000 102,000
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Total 190,000 146,000 336,000
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ITEM 3. Legal Proceedings.
The Company is not involved in any material pending legal
proceedings, other than ordinary routine litigation incidental to
the Company's business. No material legal proceedings were
terminated during the fourth quarter of the 1996 fiscal year.
ITEM 4. Submission of Matters to a Vote of Security Holders.
There were no matters submitted to a vote of security
holders during the fourth quarter of the 1996 fiscal year.
Part II
ITEM 5. Market for the Registrant's Common Equity and Related
Stockholder Matters.
(a) The principal market for the registrant's common stock is
the NASDAQ National Market System. The high and low bid
information for the Company's common stock for each full
quarterly period within the two most recent fiscal years appears
on page 24 of the Company's l996 Annual Report to Stockholders,
which information is incorporated herein by reference.
(b) The approximate number of holders of common stock on August
30, l996, was 1,302.
(c) The Company has not paid any cash dividends since its
inception and does not intend to pay cash dividends in the
foreseeable future. The Company presently intends to retain
earnings for use in its business, although there are currently no
restrictions on the Company's present or future ability to pay
dividends.
ITEM 6. Selected Financial Data.
The information required by this item appears on page 24 of
the 1996 Annual Report to Stockholders, which information is
incorporated herein by reference.
ITEM 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
The information required by this item appears on pages 20
through 23 of the l996 Annual Report to Stockholders, which
information is incorporated herein by reference.
ITEM 8. Financial Statements and Supplementary Data.
The information required by this item appears on pages 6
through 24 of the 1996 Annual Report to Stockholders, which
information is incorporated herein by reference. Following is a
cross reference for location of the requested information:
Page Number in
the
Tandy Brands
Accessories, Inc.
1996 Annual
Report to
Stockholders
-----------------
Financial Statements and Supplementary Data
Consolidated Statements of Income for the Years
Ended June 30, 1996, 1995 and 1994 6
Consolidated Balance Sheets at June 30, 1996
and 1995 7
Consolidated Statements of Cash Flows for the
Years Ended June 30, 1996, 1995 and 1994 8
Consolidated Statements of Stockholders' Equity
for the Years Ended June 30, 1996, 1995 and 1994 9
Notes to Consolidated Financial Statements 10-18
Selected Unaudited Quarterly Financial Data 18
Report of Independent Auditors 19
Selected Financial Data 24
ITEM 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.
None.
Part III
ITEM l0. Directors and Executive Officers of the Registrant.
The information required by this item appears under the
captions "Election of Directors" and "Executive Officers"
included in the Company's definitive Proxy Statement relating to
the Company's l996 Annual Meeting of Stockholders, which
information is incorporated herein by reference.
ITEM ll. Executive Compensation.
The information required by this item appears under the
caption "Executive Compensation" included in the Company's
definitive Proxy Statement relating to the Company's l996 Annual
Meeting of Stockholders, which information is incorporated herein
by reference.
ITEM l2. Security Ownership of Certain Beneficial Owners and
Management.
The information required by this item appears under the
caption "Security Ownership of Certain Beneficial Owners"
included in the Company's definitive Proxy Statement relating to
the Company's l996 Annual Meeting of Stockholders, which
information is incorporated herein by reference.
ITEM l3. Certain Relationships and Related Transactions.
The information required by this item appears under the
caption "Certain Transactions" included in the Company's
definitive Proxy Statement relating to the Company's 1996 Annual
Meeting of Stockholders, which information is incorporated herein
by reference.
PART IV
ITEM 14. Exhibits, Financial Statement Schedule, and Reports on
Form 8-K.
(a) The following documents are filed as a part of this
Report:
(l) The financial statements listed in response to
Item 8 of this Report have been incorporated
herein by reference to pages 6 through 24 of the
Company's 1996 Annual Report to Stockholders.
(2) Financial Statement Schedule:
Report of Independent Auditors on Financial Statement
Schedule
For the three years in the period ended June 30, 1996
Schedule II -- Valuation and Qualifying Accounts
The financial statement schedule should be read in
conjunction with the consolidated financial statements
in the Company's 1996 Annual Report to Stockholders.
Financial statement schedules not included in this Report
have been omitted because they are not applicable or the
required information is shown in the consolidated
financial statements or notes thereto.
(3) Exhibits:
A list of the exhibits required to be filed as part of this
Report is set forth in the Index to Exhibits, which immediately
precedes such exhibits and is incorporated herein by
reference.
(b) Reports on Form 8-K.
No reports on Form 8-K were filed during the fourth quarter
of fiscal 1996.
SIGNATURES
Pursuant to the requirements of Section l3 or l5(d) of the
Securities Exchange Act of l934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
TANDY BRANDS ACCESSORIES, INC.
(Registrant)
Date: September 20, 1996 By:/s/J.S.B. JENKINS
-------------------------------------
President and Chief Executive Officer
Pursuant to the requirements of the Securities and Exchange
Act of l934, this has been signed below by the following persons
on behalf of the registrant and in the capacities and on the
dates indicated.
Name Position Date
- ---------------------- -------------------------- -------------------
/s/Clayton E. Niles Director and Chairman September 20, 1996
of the Board
/s/J.S.B. Jenkins Director September 20, 1996
/s/Dr. James Gaertner Director September 20, 1996
/s/C. A. Rundell, Jr. Director September 20, 1996
/s/Robert E. Runice Director September 20, 1996
/s/Maxine Clark Director September 20, 1996
/s/Bruce Cole Vice President, Treasurer, September 20, 1996
Chief Financial Officer
and Chief Accounting
Officer
REPORT OF INDEPENDENT AUDITORS ON
FINANCIAL STATEMENT SCHEDULE
To the Board of Directors and Stockholders
Tandy Brands Accessories, Inc.
We have audited the consolidated financial statements of Tandy
Brands Accessories, Inc. and subsidiaries as of June 30, 1996 and
1995, and for each of the three years in the period ended June
30, 1996, and have issued our report thereon dated August 7,
1996. Our audits also included the financial statement schedule
listed in Item 14(a) of this Annual Report on Form 10-K. The
schedule is the responsibility of the Company's management. Our
responsibility is to express an opinion based on our audits.
In our opinion, the financial statement schedule referred to
above, when considered in relation to the basic financial
statements taken as a whole, presents fairly in all material
respects the information set forth therein.
ERNST & YOUNG LLP
Fort Worth, Texas
August 7, 1996
TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
For the Year Ended June 30,
Additions
----------------------
Balance at Charged to Charged to Balance
Beginning Costs and Other at End of
Description of Period Expenses Accounts Deductions(1) Period
- --------------- --------- ---------- ---------- ------------- --------
1996
- ----
Allowance for
Doubtful Accts
and Returns $520,000 $343,000 $-0- $257,000 $606,000
1995
- ----
Allowance for
Doubtful Accts
and Returns $379,000 $1,372,000 $-0- $1,231,000 $520,000
1994
- ----
Allowance for
Doubtful Accts
and Returns $229,000 $199,000 $-0- $49,000 $379,000
(1) Represents uncollectible accounts written off, net of recoveries.
TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
EXHIBIT INDEX
Incorporated by Reference
(if applicable)
-------------------------
Sequent-
ially
Numbered
Exhibit Number and Description Page Form Date File No. Exhibit
- ------------------------------ -------- ---- -------- -------- -------
(3) Articles of Incorporation
and by-laws
3.1 Certificate of
Incorporation
of Tandy Brands
Accessories, Inc. N/A S-1 11/02/90 33-37588 3.1
3.2 By-laws of Tandy
Brands Accessories,
Inc. N/A S-1 11/02/90 33-37588 3.2
(4) Instruments defining the
rights of security holders,
including indentures
4.1 Certificate of
Designations, Powers,
Preferences, and
Rights of Series A
Junior Participating
Cumulative Preferred
Stock of Tandy Brands
Accessories, Inc. N/A S-1 11/02/90 33-37588 4.1
4.2 Form of Common Stock
Certificates of Tandy
Brands Accessories,
Inc. N/A S-1 11/02/90 33-37588 4.2
4.3 Form of Preferred Share
Purchase Rights
Certificate of Tandy
Brands Accessories,
Inc. N/A S-1 11/02/90 33-37588 4.3
4.4 Rights Agreement dated
November 7, 1990,
between Tandy Brands
Accessories, Inc.
and First National
Bank of Boston N/A S-1 11/02/90 33-37588 4.4
(10) Material Contracts
10.1 Form of Distribution
Agreement dated
December 31, 1990,
between The Bombay
Company, Inc. and
Tandy Brands
Accessories, Inc. N/A S-1 11/02/90 33-37588 10.1
10.2 Form of Service
Agreement dated
December 31, 1990,
between The Bombay
Company, Inc. and
Tandy Brands
Accessories, Inc. N/A S-1 11/02/90 33-37588 10.2
10.3 Form of Tax Sharing
Agreement dated
December 31, 1990,
between The Bombay
Company, Inc. and
Tandy Brands
Accessories, Inc. N/A S-1 11/02/90 33-37588 10.3
10.4 Form of Purchase
Agreement dated
December 31, 1990,
between The Bombay
Company, Inc. and
Mr. J.S.B. Jenkins N/A S-1 11/02/90 33-37588 10.4
10.6 Tandy Brands Accessories,
Inc. Stock Purchase
Program N/A S-1 11/02/90 33-37588 10.6
10.7 Tandy Brands Accessories,
Inc. Employees Investment
Plan N/A S-1 11/02/90 33-37588 10.7
* 10.8 Tandy Brands Accessories,
Inc. 1991 Stock Option
Plan N/A S-1 11/02/90 33-37588 10.8
10.9 Form of Stock Option
Agreement - 1991 Stock
Option Plan N/A S-1 11/02/90 33-37588 10.9
* 10.10 Tandy Brands Accessories,
Inc. Stock Bonus Plan N/A S-1 11/02/90 33-37588 10.10
* 10.11 Tandy Brands Accessories,
Inc. Family Security Plan N/A S-1 11/02/90 33-37588 10.11
10.12 Form of Agreement under
Family Security Plan N/A S-1 11/02/90 33-37588 10.12
* 10.13 Tandy Brands Accessories,
Inc. Key Executive
Disability Plan N/A S-1 11/02/90 33-37588 10.13
10.14 Lease Agreement dated
December 12, 1990,
to be effective February
1, 1991, between Bill
Humble and others and
Tandy Brands Accessories,
Inc. relating to the
Little Rock, Arkansas,
manufacturing facility N/A S-1 11/02/90 33-37588 10.14
10.15 Form of Indemnification
Agreement between Tandy
Brands Accessories, Inc.
and each of its
directors and officers N/A S-1 11/02/90 33-37588 10.15
10.16 Office Lease Agreement
dated March 6, 1991,
between John Hancock
Mutual Life Insurance
Co. and Tandy Brands
Accessories, Inc.
relating to the
corporate offices N/A S-1 11/02/90 33-37588 10.16
10.17 Tandy Brands Accessories,
Inc. Non-qualified
Formula Stock Option
Plan for Non-Employee
Directors N/A S-8 02/10/94 33-75114 28.1
* 10.18 Tandy Brands Accessories,
Inc. 1993 Employee Stock
Option Plan and form of
Stock Option Agreement
thereunder N/A S-8 02/10/94 33-75114 28.2
10.19 Tandy Brands Accessories,
Inc. Non-qualified Stock
Option Plan for Non-
Employee Directors N/A S-8 02/10/94 33-75114 28.3
10.20 Tandy Brands Accessories,
Inc. 1995 Stock Deferral
Plan for Non-Employee
Directors N/A S-8 06/03/96 333-8579 99.1
(11) Statement re computation of
per share earnings
11.1 Earnings per share
statement N/A N/A N/A N/A 11.1
(13) Annual Report to security
holders, Form 10-Q or quarterly
report to security holders
13.1 Annual Report to
Stockholders of Tandy
Brands Accessories,
Inc. N/A N/A N/A N/A 13.1
(22) Subsidiaries of the registrant
22.1 List of subsidiaries N/A N/A N/A N/A 22.1
(24) Consents of experts and
counsel
24.1 Consent of Ernst &
Young LLP N/A N/A N/A N/A 24.1
* Management compensatory plan.
EXHIBIT (11): Statement Re: Computation of Earnings Per Share
- --------------------------------------------------------------
Earnings per Share - Earnings per share is determined by dividing
net income by the average number of common shares outstanding
plus common stock equivalents of dilutive stock options.
Earnings per share, as presented, is both primary and fully
diluted.
(In thousands)
Year Ended June 30,
------------------------------
1996 1995 1994
------ ------ ------
Common shares outstanding:
Weighted average shares
outstanding 5,329 5,201 5,056
Share equivalents 36 68 153
----- ----- -----
Total 5,365 5,269 5,209
===== ===== =====
EXHIBIT (22): Subsidiaries of the Registrant
- ---------------------------------------------
State or Other
Jurisdiction of Names Under Which
Subsidiaries of Incorporation or Such Subsidiaries
the Registrant Organization Do Business
- ---------------------------- ---------------- ----------------------------
Accessory Design Group, Inc. Delaware Accessory Design Group, Inc.
Accessory Design Group
TBAC-Prince Gardner, Inc. Delaware TBAC-Prince Gardner, Inc.
Prince Gardner
TBAC-AIS, Inc. Delaware TBAC-AIS, Inc.
H.A. Sheldon Canada Ltd. Canada 1088258 Ontario, Inc.
H.A. Sheldon Canada Ltd.
TBAC-Canterbury, Inc. Delaware TBAC-Canterbury, Inc.
EXHIBIT (24): Consents of Experts and Counsel
- ----------------------------------------------
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Annual
Report on Form 10-K of Tandy Brands Accessories, Inc. of our
report dated August 7, 1996, included in the 1996 Annual Report
to Stockholders of Tandy Brands Accessories, Inc.
We also consent to the incorporation by reference in the
Registration Statements on Form S-8 (Nos. 33-41262, 33-46814, 33-
91996, 33-75114 and 333-8579) and in the related Prospectuses of
(i) our report dated August 7, 1996, with respect to the
consolidated financial statements of Tandy Brands Accessories,
Inc. included in the 1996 Annual Report to Stockholders of Tandy
Brands Accessories, Inc. and (ii) our report dated August 7,
1996, with respect to the financial statement schedule included
in this Annual Report on Form 10-K for the year ended June 30,
1996.
ERNST & YOUNG LLP
Fort Worth, Texas
September 17, 1996