FORM 10-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) ( X ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) For the fiscal year ended April 28, 1995 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period from to Commission File Number 0-1667 Bob Evans Farms, Inc. (Exact name of registrant as specified in its charter) Delaware 31-4421866 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3776 South High Street, Columbus, Ohio 43207 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 614-491-2225 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock with $.01 par value (Title of class) This Report contains 138 pages of which this is page 1. The Index to Exhibits begins at page 54. Indicate by check mark 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 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. ( ) State the aggregate market value of the voting stock held by non- affiliates of the registrant. The aggregate market value has been computed by reference to the last quoted sale price of such stock, as of June 16, 1995. Total shares outstanding 42,373,041 Number of shares owned beneficially and/or of record by directors and executive officers* 2,285,588 Number of shares held by persons other than directors and executive officers 40,087,453 Last quoted sale price $20.50 Market value of shares held by persons other than directors and executive officers $821,792,786 * For purposes of this computation, all executive officers and directors are included, although not all are necessarily "affiliates." Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. 42,373,041 shares of Common Stock with $.01 par value were outstanding at June 16, 1995. DOCUMENTS INCORPORATED BY REFERENCE 1. Annual Report to Stockholders for the Fiscal Year Ended April 28, 1995 (in pertinent part, as indicated) . . . . . . . . . PART II. 2. Proxy Statement dated July 3, 1995 for the Annual Meeting of Stockholders to be held on August 14, 1995 (in pertinent part, as indicated) . . . . . . . . . PART III. PART I Item 1. BUSINESS. Bob Evans Farms, Inc. (the "Registrant") is a Delaware corporation incorporated on November 4, 1985. It is the successor by merger to Bob Evans Farms, Inc., an Ohio corporation incorporated in 1957. BEF Holding Co. Inc. is a subsidiary of the Registrant. Subsidiaries owned by BEF Holding Co. Inc. include Bob Evans Farms, Inc., an Ohio corporation; Owens Country Sausage, Inc. ("Owens"); Mrs. Giles Country Kitchens, Inc. ("Mrs. Giles"); and Hickory Specialties, Inc. ("Hickory Specialties"). The Registrant, BEF Holding Co. Inc., Bob Evans Farms, Inc., Owens, Mrs. Giles and Hickory Specialties are collectively referred to herein as the "Company." The business of the Company is divided into two principal industry segments: the food products segment and the restaurant segment. Food Products Segment Operations Principal Products and Procurement Methods The Company's traditional business in its food products segment has been the production and distribution of approximately 30 varieties of fresh, smoked and fully-cooked pork sausage and ham products under the brand names of Bob Evans Farms and Owens Country Sausage. In recent years, the Company has begun to expend more time and effort on both new product development and sales of its pork sausage and ham products to institutional and foodservice purchasers. In addition, the Company has begun to explore the expansion of the products offered in its food products segment through the acquisition of companies producing food and food related products which complement the Company's traditional sausage products. During the fiscal year ended April 30, 1993 (the "1993 fiscal year") sales of sausage products contributed 79% of total revenues; sales of products by Mrs. Giles contributed 10%; and sales of products by Hickory Specialties contributed 11%. During the fiscal year ended April 29, 1994 (the "1994 fiscal year") sales of sausage products contributed 77% of total revenues; sales of products by Mrs. Giles contributed 11%; and sales of Hickory Specialties contributed 12%. During the fiscal year ended April 28, 1995 (the "1995 fiscal year") sales of sausage products contributed 76% of total revenues; sales of products by Mrs. Giles contributed 11%; and sales of Hickory Specialties contributed 13%. During the last several years, the Company has expanded its product line to include convenience items for meals and snacks that are microwavable. These items include two varieties of burritos, a variety of biscuit sandwiches, a Country Lite Sausage for customers looking for products lower in fat, and Homestyle Biscuits and Gravy. During the 1995 fiscal year, the Company developed two new products, Bob Evans Farms Homestyle Chicken & Noodles with Biscuits and maple links, a maple syrup-flavored sausage product. All of these products are available throughout the Bob Evans marketing territory. The acquisition of Mrs. Giles in September 1991, has allowed the Company to expand the products offered in its food products segment to include fresh prepared salads. The prepared salads are intended as convenience items for meals, and include deluxe macaroni salad, Italian pasta salad, homestyle potato salad, chunky chicken salad, classic cole slaw, pimento cheese spread, and smokehouse baked beans. The refrigerated deli salads manufactured by Mrs. Giles are distributed principally in the southern and southeastern markets of the United States under the brand names of Mrs. Giles and Mrs. Kinser's. In April, 1992, the Company began the introduction of Bob Evans Harvest Salads, a line of fresh, premium quality, prepared salads, and these salad products are currently being marketed in most all of the Bob Evans Farms marketing areas. The acquisition of Hickory Specialties in March 1992, has allowed the Company to expand into food and food related products which complement its existing food products business. Hickory Specialties produces premium quality charcoal, wood smoking chips, natural smoke flavorings, gas grill ceramic briquettes and grilling systems. Brand names of such products include Nature- Glo, Old Hickory, Jack Daniels, Zesti Smoke, Wildfire, and Woodstone. This past year Hickory Specialties introduced two new products, Wildfire Gourmet Hickory Charcoal and Woodstone Gas Grill Briquettes. As a result of increased charcoal sales, a new charcoal manufacturing facility is currently under construction at Summer Shade, Kentucky. This facility is expected to be operational by October 1995. Hickory Specialties' products are marketed nationwide, and the Company is exploring various opportunities abroad, especially with respect to its liquid smoke flavorings products. During the 1995 fiscal year, the food products segment of the Company continued to produce specialty items for its institutional and foodservice customers. These products are made to customer specifications, and include fresh sausage links and patties, sausage gravy, and biscuit sandwiches. Although this segment of the business does not command the higher pre-tax margins that branded items do, it gives the Company the opportunity to increase its volumes and profits. The Company is also marketing its prepared salad products to institutional and foodservice customers. All of the Company's pork sausage and ham products are produced in the Company's seven processing plants located in Xenia, Bidwell, and Springfield, Ohio; Hillsdale, Michigan; Galva, Illinois; and Richardson and Fort Worth, Texas. The Springfield, Ohio plant is producing the products for sale to foodservice distributors and also serves as a distribution point for Mrs. Giles salad products and Owens Country Sausage products. Live hogs are procured at terminal, local and country markets in Ohio, Indiana, Illinois, Iowa, North Carolina, Kansas, Michigan, Nebraska, South Dakota, Pennsylvania, Wisconsin, Minnesota, West Virginia, Missouri and Oklahoma at daily prevailing market prices. The Company does not contract in advance for the purchase of live hogs. Live hogs procured in these markets are purchased by an employee of the Company, who works with brokers and buyers on a commission basis, at auction through competitive bidding. Live hogs are then transported overnight directly from the various markets in which they were purchased to six of the Company's processing plants where they are slaughtered and processed into various pork sausage products. These products, in turn, are shipped daily from the plant facilities for distribution to the Company's customers. The Company has experienced no difficulty in procuring live hogs for its pork sausage products and anticipates no future difficulty in that regard. All of the Company's prepared salad products are produced at the Company's plant in Lynchburg, Virginia. Food items used in the manufacture of the Company's salad products include potatoes, cheese, eggs, macaroni and other pastas, fresh vegetables, chicken, tuna and salad dressings. These items are purchased by the Company directly from various suppliers. The Company believes that there are a number of suppliers of the items used in its salad products and that its sources of supply of these items are adequate for its needs. The Hickory Specialties charcoal products are produced at the Company's plant in Crossville, Tennessee, and the Hickory Specialties liquid smoke flavoring products are produced at the Company's plants in Crossville, Tennessee; Greenville, Missouri; and Summer Shade, Kentucky. The principal raw materials used by the Company in the manufacture of the Hickory Specialties products are sawdust and other related wood by-products. All are available from a wide range of suppliers. The Company has experienced no difficulty in obtaining raw materials for its Hickory Specialties products and anticipates no future difficulty in that regard. Distribution Methods The Company principally uses the direct store delivery system (i.e., the Company's products are not warehoused, but are delivered to grocery stores as described below) for the retail distribution of the sausage, biscuit, and other products bearing the Bob Evans Farms brand name, including Bob Evans Harvest Salads. One hundred five driver-salesmen, employed by the Company and driving Company-owned refrigerated trucks, deliver the Company's products directly to more than 9,000 supermarkets and independent retail groceries. The marketing territory for Bob Evans Farms brand products as well as the Bob Evans Harvest Salads includes Ohio, Michigan, Indiana, Illinois, Delaware and the District of Columbia, as well as portions of Alabama, Iowa, Kentucky, West Virginia, Pennsylvania, New Jersey, Maryland, Virginia, New York, Tennessee, Missouri and Georgia. During the 1995 fiscal year, the Company tested an alternate distribution method for its sausage products, and as a result, Bob Evans Farms brand products are available through a distributor in the Greater New York City area on a limited basis. Products distributed under the Owens Country Sausage brand name are distributed to retail customers in two ways: (1) Company-owned transport trucks deliver directly to most major supermarket chain warehouse distribution centers in the Owens marketing area. Thereafter, the products are shipped to individual retail outlets. (2) Thirty-one driver-salesmen, driving Company-owned refrigerated trucks, deliver products directly to supermarkets and independent retail groceries. Owens' marketing territory includes Texas, Arkansas, Oklahoma, New Mexico, Louisiana, Arizona and portions of Mississippi and Kansas. During the 1995 fiscal year, the Company expanded the Owens' marketing territory to include Colorado and parts of Nevada. Owens Country Sausage products are available in more than 6,000 supermarkets and independent retail groceries. Mrs. Giles salad products are distributed to more than 3,500 supermarkets and independent groceries in three ways: (1) through direct store delivery by Company employees to customers within the Bob Evans Farms marketing territory; (2) through food brokers and distributors; and (3) through direct shipment to customers. The marketing territory for Mrs. Giles salad products includes Alabama, Florida, Georgia, Kentucky, Louisiana, Maryland, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas and Virginia. Hickory Specialties charcoal products are distributed nationwide to retail customers, and its liquid smoke flavoring products are distributed nationally and internationally to food products manufacturers and pet food manufacturers, through brokers and distributors and through direct shipment to customers. Inventory Levels All of the Company's sausage products and salad products are highly perishable in nature and require proper refrigeration. Shelf life of the sausage products ranges from 18 to 45 days; of the Bob Evans Harvest Salads from 21 to 28 days; and of the Mrs. Giles salad products from 15 to 45 days. Due to the highly perishable nature and short shelf life of the Company's sausage products, the Company's processing plants normally process only enough product to fill existing orders. Due to the highly perishable nature and short shelf life of the Company's salad products, the Company's Lynchburg plant normally processes only enough product to fill existing orders. Therefore, the Company maintains minimal inventory levels of sausage products and of salad products, because such products are generally manufactured only to meet existing demand and are delivered to retail outlets within a two- or three-day period after manufacture. Hickory Specialties products are not perishable in nature. Although such products are manufactured throughout the year, the greatest amount of production of charcoal briquettes occurs in the winter months in anticipation of the peak selling season for charcoal from April through September. Trademarks and Service Marks The Company maintains various trademarks and service marks that identify various Bob Evans Farms, Owens Country Sausage, Mrs. Giles and Hickory Specialties products. The principal trademarks used to identify the Mrs. Giles salad products are Mrs. Giles and Mrs. Kinser's. The principal trademarks used to identify the Hickory Specialties charcoal products are Old Hickory, Nature- Glo, Jack Daniels, Wildfire, and Woodstone, and the principal trademark used to identify the Hickory Specialties liquid smoke flavoring products is ZestiSmoke. These trademarks and service marks are renewed periodically and the Company believes that such trademarks and service marks adequately protect the brand names of the Company. The operations of the food products segment of the Company are not dependent upon any patents, licenses, franchises or concessions. Competition and Seasonality The sausage business is highly competitive. It is also seasonal to the extent that more pounds of fresh sausage are typically sold during the colder winter months from October through April. The Company is currently promoting products for summer outdoor grilling in an attempt to create more volume during the summer months. The Company competes primarily on the basis of the price and quality of its sausage products. The Company is in direct competition with a large number and variety of producers and wholesalers of similar products, including companies active both locally and nationally, companies engaged in a general meat packing business and companies in the same specialized field. Many of such competitors have substantially greater financial resources and higher volumes of total sales than the Company. While the Company does not possess statistics which would enable it to make an accurate statement of its percentage of total sales of sausage in each of its market areas, the Company believes that sales of its products constitute a significant portion of sales of sausage of comparable price and quality in the majority of its market areas. The salad products business is highly competitive. It is also seasonal to the extent that more salad products are typically sold during the warmer spring and summer months from April through September. The Company competes primarily on the basis of the price and quality of its salad products. The Company is in direct competition with a large number and variety of producers and wholesalers of similar products, including companies active both locally and nationally, companies engaged in a general deli business and companies in the same specialized field. Many of such competitors have substantially greater financial resources and higher volumes of total sales than the Company. While the Company does not possess statistics which would enable it to make an accurate statement of its percentage of total sales of salad products in each of its market areas, the Company believes that sales of its products constitute a small portion of sales of salad products of comparable price and quality in the majority of its market areas. The charcoal business is highly competitive. The charcoal business is also seasonal to the extent that more charcoal products are typically sold during the warmer spring and summer months from April through September. The Company competes primarily on the basis of the price and quality of its charcoal products. The Company is in direct competition with a large number and variety of producers and wholesalers of similar products, including companies active both locally and nationally. Many of such competitors have substantially greater financial resources and higher volumes of total sales than the Company. While the Company does not possess statistics which would enable it to make an accurate statement of its percentage of total sales of charcoal products in each of its market areas, the Company believes that the sales of its products constitute a small portion of sales of charcoal products of comparable price and quality in the majority of its market areas. The Company is aware of only one major competitor, Red Arrow Products Co., Inc., in its liquid smoke flavoring business. The Company believes that it produces approximately 70% of the liquid smoke flavorings produced and sold in the United States and that this competitor accounts for approximately 30% of the liquid smoke flavorings produced and sold in the United States. Advertising During the 1995 fiscal year, the Company spent approximately $9,859,000 for advertising of its sausage and salad products, and approximately $1,426,000 for advertising of its charcoal and liquid smoke flavoring products. Approximately 80% of this amount was spent on television, radio and newspaper media. The remaining 20% was spent for various promotional programs throughout the year in an attempt to maintain and gain market share for its products. Dependence on a Single Customer The Company's food products are sold through more than 15,000 retail grocery stores and are available through such stores to approximately 50% of the population of the continental United States. The Company's charcoal products are sold nationwide and its liquid smoke flavoring products are sold nationally and internationally. The Company is not dependent upon a single customer or group of affiliated customers. Sales on Credit; Aged Product The Company typically allows seven to 30 day terms on the sales of its salad and sausage products, and up to sixty days on its charcoal products. The Company has not experienced any material bad debt problems, nor has the return of aged product had a material effect on the Company. Sources and Availability of Raw Materials The Company is dependent upon the availability of live hogs to produce its pork sausage and ham products. However, the Company has never experienced shortages in the number of hogs available at prevailing market prices. The live hog market is highly cyclical (both in terms of the number of hogs available and the price therefor) and is dependent upon corn production, since corn is the major food supply for hogs. Food items used in the manufacture of the Company's salad products include potatoes, cheese, eggs, macaroni and other pastas, fresh vegetables, chicken, tuna fish and salad dressings. These items are purchased by the Company directly from various suppliers. The Company believes that there are a number of suppliers of the items used in its salad products and that its sources of supply of these items are adequate for its needs. The principal raw materials used by the Company in the manufacture of the Hickory Specialties products are sawdust and other related wood by-products. All are available from a wide range of suppliers. The Company has experienced no difficulty in obtaining raw materials for the Hickory Specialties products and anticipates no future difficulty. Expansion of Distribution Area New markets opened for the Company's sausage products during the 1995 fiscal year included the Greater New York City area for Bob Evans Farms products and in Colorado and parts of Nevada for Owens Country Sausage products. During fiscal year 1996, the Company plans to test market Bob Evans Farms Sausage products in parts of Wisconsin, as well as introduce a line of frozen products in the Ohio marketing territories. The Company has no current plans for further geographic expansion of its distribution area for the Mrs. Giles salad products or the charcoal and liquid smoke flavoring products produced by Hickory Specialties in the 1996 fiscal year. Profit Margins Related to Sausage Production The Company's profit margins for the portion of the Company's business relating to sausage production are normally more favorable during periods of lower live hog costs. During the 1995 fiscal year, the Company experienced lower live hog costs than in the previous year, and as a result, pre-tax margins increased. The Company expects live hog costs to remain relatively stable over the next 12 months. Restaurant Segment Operations General At April 28, 1995, the Company owned and operated 340 family restaurants in Ohio (125), Florida (28), Indiana (40), Michigan (30), Illinois (13), Pennsylvania (22), Kentucky (11), West Virginia (15), Missouri (10), Tennessee (4), Texas (13), Maryland (6), Virginia (10), New York (8), South Carolina (1), Iowa (1), New Jersey (1) and Delaware (2). All of the family restaurants are operated as Bob Evans Restaurants, with the exception of the 13 located in Texas, which are operated as Owens Family Restaurants, and eight Bob Evans Restaurant & General Stores, which feature a combined restaurant and gift shop concept. There is one Bob Evans Restaurant & General Store located in each of the following states: Ohio, Pennsylvania, South Carolina, Tennessee, Virginia, West Virginia, Florida and Missouri. During the Company's 1995 fiscal year, 37 additional Bob Evans Restaurants were opened. Of the 37 new restaurants opened, twenty-five restaurants were the smaller version of the traditional Bob Evans Restaurants known as "small-town" Bob Evans Restaurants, designed to efficiently serve communities with smaller population bases. The "small-town" restaurants serve the regular Bob Evans menu and have seating for approximately 96 versus 200 in the newer Bob Evans Restaurants. As of April 28, 1995, the Company had a total of thirty-four "small-town" restaurants located in Ohio (20), Indiana (12), New York (1), and Delaware (1). On May 2, 1994, four Bob Evans Restaurants were closed. Three of these restaurants, located in Tampa, Florida; Morrow, Georgia; and Chattanooga, Tennessee, were not meeting profit expectations. The fourth restaurant, located in Sterling Heights, Michigan, was acquired by the state government by eminent domain in order to make room for a new highway. On August 15, 1994, a Bob Evans Restaurant in Mattson, Illinois, was closed because of building safety problems. The Company has typically opened restaurants in areas where a strong consumer awareness and acceptance for its sausage products has been established over the years. It has deviated from this practice only in Florida and South Carolina, where the Company has 28 restaurants and one restaurant, respectively, but does not have sausage distribution. All of the Company's family restaurants feature a wide variety of menu offerings designed to appeal to its customers. Breakfast entree items are featured and served all day. The restaurants are typically open from 6 a.m. until 10 p.m. Sunday through Thursday, with extended closing hours on Friday and Saturday for certain locations. Approximately 60% of total revenues from restaurant operations are generated from 6 a.m. to 4 p.m., with the balance generated from 4 p.m. to closing. Sales on Friday, Saturday and Sunday account for approximately 55% of a typical week's revenues. During the 1995 fiscal year, the Company opened seven additional Cantina del Rio restaurants, bringing the total opened to fourteen. These restaurants are located in Ohio (7), Indiana (2), and one each in Minnesota, Florida, Virginia, Illinois and Michigan. These restaurants feature authentic southwestern foods served in a Mexican atmosphere and are open from 11 a.m. until 10 p.m. Sunday through Thursday, and from 11 a.m. until 12:30 a.m. on Friday and Saturday. Restaurants are supplied with food and inventory items (other than sausage products, related meat items and certain salad products) by three independent food distributors twice a week. Sausage products, other related meat items and certain salad products are supplied by the Company to each restaurant by the Company's driver-salesmen, with the exception of the restaurants located in Florida and South Carolina, which are supplied by independent food distributors. Seasonality Revenues from restaurant operations as a percentage of total revenues have been virtually the same, quarter by quarter, during the last two fiscal years. However, certain locations, which are near major interstate highways, experience increased revenues during the summer tourist season. In addition, weather conditions occasionally affect revenues to a small extent during the winter months. Competition The restaurant segment is engaged in an intensely competitive business. The Company's restaurants compete directly with both local and national family restaurant and fast-food chains, as well as with individual restaurant operators, for favorable sites for expansion, as well as for customer acceptance. Sales of the restaurant segment are not a significant factor in the overall restaurant business in the Company's market areas. Sources and Availability of Raw Materials Menu mix in the restaurant segment is varied enough that raw materials have been readily available; however, some food products may be in short supply during certain seasons and raw material prices often fluctuate according to availability. The restaurant segment experienced a slight decrease in food costs during the Company's 1995 fiscal year, and the Company does not expect food costs to fluctuate to any significant degree during its 1996 fiscal year. Advertising The Company spent approximately $21,551,000 in the restaurant segment for advertising during its 1995 fiscal year. Eighty percent of these advertising dollars was spent on television media, with the remainder being spent for radio and newspaper advertising. In addition to the "Five Under $5 Program" offered Monday through Friday, the Company features Breakfast Breaks, a variety of morning meals priced at $2.99 or less. These items are designed to increase weekday breakfast business. The Company has typically not used coupons, except in certain markets where it is attempting to gain market share. Carryout Business Carryout business in the Company's restaurants presently accounts for only 2% to 3% of the total revenues generated in the restaurant segment. The Company's restaurants do not have a drive-through or pick-up window for carryout business. Research and Development The Company is continuously testing new food items in its search for new and improved menu offerings to appeal to its customer base and to satisfy changing eating trends. In September, 1994, the Company featured "Fall Favorites," which included items such as beef tips and noodles, stuffed pork chops, country Dijon chicken, apple berry topping for hotcakes, chocolate silk pie and apple cobbler, and ran through January 1995. In March, 1995, the Company introduced a "Five Under $5" program which included chicken-n-noodles, spaghetti, Italian sausage, border scramble, and chicken tenders, and the program ran through May 1995. Research and development expenses, to date, have not been material. Restaurant Expansion The Company plans to build and open approximately 40 new restaurants during the 1996 fiscal year, including 14 Bob Evans and Owens Family Restaurants, twenty-five of the "small-town" Bob Evans Restaurants and one Cantina del Rio restaurant. Future restaurant expansion will depend on the availability of sites, as well as restaurant industry trends. The Company believes, however, that it can continue with its planned expansion and is actively seeking quality restaurant sites, not only in its present market area, but in new market areas as well. Trademarks, Service Marks and Licenses The Company maintains various trademarks and service marks in connection with its family restaurant operations. These trademarks and service marks are renewed periodically and the Company believes that such trademarks and service marks adequately protect the various products and services to which they relate. The Cantina del Rio Mexican style restaurants require liquor licenses, since this casual theme dining concept has a full service bar. The operations of the restaurant segment of the Company are not dependent upon any patents, franchises or concessions. Employees The Company had in its employment approximately 1,500 persons in the food products segment and 26,800 persons in the restaurant segment as of April 28, 1995. Compliance with Environmental Protection Requirements The Company does not anticipate that compliance with federal, state and local provisions which have been enacted or adopted regulating the discharge of materials into the environment, or otherwise relating to the protection of the environment, will have a material effect upon the capital expenditures, earnings or the competitive position of the Company. Sales, Operating Profit and Identifiable Assets The following table sets forth for each of the Company's last three fiscal years the amounts of revenue from intersegment sales of its food products and the amounts of revenue from sales to unaffiliated customers, operating profit and identifiable assets attributable to each of the Company's industry segments: FISCAL YEAR ENDED April 28, April 29, April 30, 1995 1994 1993 Sales: Intersegment Sales of Food Products: $ 31,277,000 $ 30,902,000 $ 30,796,000 Food Products (excluding intersegment sales): 216,759,000 203,909,000 195,780,000 Restaurant Operations: 550,209,000 495,129,000 457,396,000 Operating Profit: Food Products: 26,726,000 19,580,000 17,219,000 Restaurant Operations: 60,135,000 56,910,000 51,248,000 Identifiable Assets: Food Products: 94,494,000 90,502,000 83,687,000 Restaurant Operations: 383,569,000 317,739,000 272,681,000 Item 2. PROPERTIES. The materially important properties of the Company, in addition to those described below, consist of its executive offices located at 3776 South High Street, Columbus, Ohio, a 937-acre farm located in Rio Grande, Ohio, and a 30-acre farm located in Richardson, Texas. The two farm locations serve as visitor centers, are tourist attractions and are open to the general public. Food Products Segment The food products segment has seven sausage manufacturing plants: three in Ohio; two in Texas; and one each in Michigan and Illinois; one prepared salads manufacturing plant in Virginia; one charcoal manufacturing plant in Tennessee; and three manufacturing plants producing liquid smoke flavoring products (one in Missouri, one in Tennessee (which also produces charcoal products) and one in Kentucky). All of these properties are owned in fee by the Company. The Company owns regional sales offices in Westland, Michigan, and in Houston, San Antonio, Lubbuck and Tyler, Texas. In addition, various other locations are rented by the Company throughout its marketing territory which serve as regional and divisional sales offices. Restaurant Segment Of the 354 restaurants operated by the Company, 310 are owned in fee and 44 are leased from unaffiliated persons. All lease agreements contain either multiple renewal options or options to purchase. Seven of these leased properties have terms that will expire through May 1, 2000. With respect to these seven leases, the Company has the following options: four leases contain four five-year renewal options; one lease contains six five-year renewal options; one lease has no renewal options remaining (the Company intends to negotiate a new lease agreement); and one lease has three five-year renewal options. Item 3. LEGAL PROCEEDINGS. Not applicable. Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Not applicable. Executive Officers of the Registrant The following table sets forth the executive officers of the Registrant and certain information with respect to each executive officer. Unless otherwise indicated, each person has held his or her principal occupation for more than five years. The executive officers are appointed by and serve at the pleasure of the Board of Directors. Name, Age and Period of Service as an Officer of the Principal Occupations for Registrant; Positions and Past Five Years and Other Offices with the Registrant Information Daniel E. Evans, age 58; Chairman of the Board, Chief Chairman of the Board, Chief Executive Officer and Executive Officer, Secretary Secretary of the Registrant. and a Director of the Mr. Evans is the first Registrant; 39 years as an cousin of J. Tim Evans, a officer of the Registrant. director of the Registrant. Donald J. Radkoski, age 40, Group Vice President - Group Vice President - Finance Group since January Finance Group, Treasurer, and 1994, Treasurer and Chief Chief Financial Officer; Financial Officer since May seven years as an officer of 1993, Senior Vice President the Registrant. from May 1993 to December 1993, Vice President of Finance and Assistant Treasurer from 1989 to May 1993, and Assistant Treasurer from 1988 to 1989, of the Registrant. Stewart K. Owens, age 40; Executive Vice President and Executive Vice President, Chief Operating Officer Chief Operating Officer and a since January 1994 and Group Director of the Registrant; Vice President - Food five years as an officer of Products Group from 1990 to the Registrant. December 1993, of the Registrant. President and Chief Operating Officer of Owens Country Sausage, Inc., a subsidiary of the Registrant, since 1984. Larry C. Corbin, age 53; Senior Group Vice President Senior Group Vice President - - Restaurant Operations Restaurant Operations Group Group since January 1994, and a Director of the Group Vice President - Registrant; 27 years as an Business Development from officer of the Registrant. 1990 to December 1993, Executive Vice President, Operations and Development, Restaurant Division, from 1988 to 1990, Senior Vice President, Operations and Development, Restaurant Division, from 1987 to 1988, and Senior Vice President, Operations, Restaurant Division, from 1974 to 1987, of the Registrant. Roger D. Williams, age 44; Senior Group Vice President Senior Group Vice President - - Food Products/Marketing/ Food Products/Marketing/ Purchasing/Technical Purchasing/Technical Services since Services; 16 years as an January 1994, Group Vice officer of the Registrant. President - Marketing & Purchasing/ Technical Services from 1990 to December 1993, Senior Vice President, Director of Marketing, Restaurant Division, from 1988 to 1990, and Vice President, Director of Marketing, Restaurant Division, from 1980 to 1988, of the Registrant. Howard J. Berrey, age 53; Group Vice President - Real Group Vice President - Real Estate/ Construction & Estate/Construction & Engineering Group since Engineering Group; 16 years 1990, Senior Vice President, as an officer of the Director of Real Estate, Registrant. Restaurant Division, from 1988 to 1990, and Vice President, Director of Real Estate, Restaurant Division, from 1978 to 1988, of the Registrant. James B. Radebaugh, age 47; Group Vice President - Group Vice President - Administration & Human Administration & Human Resources Group since Resources Group of the January 1994, Group Vice Registrant; five years as an President - Corporate officer of the Registrant. Development from August 1990 to December 1993, and Vice President from April 1990 to August 1990, of the Registrant. Joseph B. Crace, age 40; Group Vice President- Group Vice President - Specialty Products & Specialty Products & Business Business Development Group Development Group of the since January 1994, and Vice Registrant; three years as an President from April 1992 officer of the Registrant. to December 1993, of the Registrant. President since 1989, and Vice President from 1978 to 1986, of Hickory Specialties, Inc., a subsidiary of the Registrant. Mary L. Cusick, age 39; Vice Vice President - Corporate President - Corporate Communications since 1990, Communications since 1990; Director of Corporate five years as an officer of Communications from 1981 to the Registrant. 1990, and assistant director of public relations since 1978, of the Registrant. PART II Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. In accordance with General Instruction G(2), the information contained under the subcaption "Stock Price Ranges and Dividends," at page 10 of Registrant's Annual Report to Stockholders for the fiscal year ended April 28, 1995, is incorporated herein by reference. Item 6. SELECTED FINANCIAL DATA. In accordance with General Instruction G(2), the information for the years 1986 through 1995 contained under the subcaption "Comparative Highlights for Ten Years," at page 10 of the Registrant's Annual Report to Stockholders for the fiscal year ended April 28, 1995, is incorporated herein by reference. Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. In accordance with General Instruction G(2), the information contained under the caption "Management's Discussion and Analysis of Selected Financial Information," at pages 20 and 21 of the Registrant's Annual Report to Stockholders for the fiscal year ended April 28, 1995, is incorporated herein by reference. Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. The financial statements included on pages 12 through 19 and the Auditor's report thereon included on Page 22 of the Registrant's Annual Report to Stockholders for the fiscal year ended April 28, 1995, are incorporated herein by reference. The "Quarterly Financial Data" included in Note G of the Notes to Consolidated Financial Statements on page 18 of the Registrant's Annual Report to Stockholders for the fiscal year ended April 28, 1995, is also incorporated herein by reference. Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE. Not applicable. PART III Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT. In accordance with General Instruction G(3), the information contained under the caption "ELECTION OF DIRECTORS" in the Registrant's definitive Proxy Statement dated July 3, 1995, filed with the Securities and Exchange Commission pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934, is incorporated herein by reference. The information regarding executive officers required by Item 401 of Regulation S- K is included in Part I hereof under the caption "Executive Officers of the Registrant." The Registrant is not required to make any disclosure pursuant to Item 405 of Regulation S-K. Item 11. EXECUTIVE COMPENSATION. In accordance with General Instruction G(3), the information contained under the captions "COMPENSATION OF EXECUTIVE OFFICERS AND DIRECTORS" and "COMPENSATION COMMITTEE, STOCK OPTION COMMITTEE AND COMPENSATION/STOCK OPTION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION" in the Registrant's Proxy Statement dated July 3, 1995, filed with the Securities and Exchange Commission pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934, is incorporated herein by reference. Neither the report of the Compensation Committee, the Stock Option Committee, and the Compensation/Stock Option Committee of the Registrant's Board of Directors on executive compensation nor the performance graph included in the Registrant's Proxy Statement dated July 3, 1995, shall be deemed to be incorporated herein by reference. Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT. In accordance with General Instruction G(3), the information contained under the caption "VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF" in the Registrant's definitive Proxy Statement dated July 3, 1995, filed with the Securities and Exchange Commission pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934, is incorporated herein by reference. Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. In accordance with General Instruction G(3), the information contained under the caption "ELECTION OF DIRECTORS" in the Registrant's definitive Proxy Statement dated July 3, 1995, filed with the Securities and Exchange Commission pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934, is incorporated herein by reference. PART IV Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K. (a) Documents Filed as Part of this Report 1 & 2 Financial Statements and Financial Statement Schedules: The response to this portion of Item 14 is submitted as a separate section of this report. 3 Exhibits: Exhibits filed with this Annual Report on Form 10-K are attached hereto. For a list of such exhibits, see "Index to Exhibits" at page 54. The following table provides certain information concerning executive compensation plans and arrangements required to be filed as exhibits to this Annual Report on Form 10-K. Executive Compensation Plans and Arrangements Exhibit No. Description Location 10(a) Restated Bob Evans Farms, Page 58 Inc. and Affiliates 401K Retirement Plan (effective January 1, 1994, except as otherwise provided 10(b) Bob Evans Farms, Inc. and Incorporated herein Affiliates 401K by reference to Retirement Plan Summary Plan Exhibit 4(e) to the Description Registrant's Pre- Effective Amendment No. 1 to Form S-8 Registration State- ment, filed April 27, 1990 (Registration No. 33-34149) 10(c) Bob Evans Farms, Inc. and Incorporated herein Affiliates 401K by reference to Retirement Plan Trust Exhibit 4(f) to the (effective May 1, 1990) Registrant's Pre- Effective Amendment No. 1 to Form S-8 Registration State- ment, filed April 27, 1990 (Registration No. 33-34149) 10(d) Bob Evans Farms, Inc. Incorporated herein 1985 Incentive Stock by reference to Option Plan Exhibit 4(c) to the Registrant's Regis- tration Statement on Form S-8, filed September 12, 1985 (Registration No. 33-242) 10(e) Bob Evans Farms, Inc. Incorporated herein 1987 Incentive Stock by reference to Option Plan Exhibit 4(a) to the Registrant's Regis- tration Statement on Form S-8, filed October 19, 1987 (Registration No. 33-17978) 10(f) Agreement, dated Incorporated February 24, 1989, herein between Daniel E. Evans by reference and Bob Evans Farms, to Exhibit 10(g) Inc.; and Schedule A to to the Exhibit 10(h) Registrant's identifying other Annual substantially identical Report on Form Agreements between 10-K Bob Evans Farms, for the fiscal Inc. and certain of the year executive officers of Bob ended April 28, Evans Farms, Inc. 1989 (File No. 0-1667); and to Exhibit 10(h) to the Registrant's Annual Report on Form 10-K for the fiscal year ended April 29, 1994 (File No. 0-1667) 10(g) Bob Evans Farms, Inc. Incorporated 1989 Stock Option Plan herein for Nonemployee by reference to Directors Exhibit 4(d) to the Registrant's Regis- tration Statement on Form S-8, filed August 23, 1989 (Registration No. 33-30665) 10(h) Bob Evans Farms, Inc. Incorporated 1991 Incentive Stock herein Option Plan by reference to Exhibit 4(d) to the Registrant's Regis- tration Statement on Form S-8, filed September 13, 1991 (Registration No. 33-42778) 10(i) Bob Evans Farms, Inc. Incorporated Supplemental Executive herein Retirement Plan by reference to Exhibit 10(i) to the Registrant's Annual Report on Form 10-K for the fiscal year ended April 24, 1992 (File No. 0-1667) 10(j) Bob Evans Farms, Inc. Incorporated Nonqualified Stock Option herein Plan by reference to Exhibit 10(j) to the Registrant's Annual Report on Form 10-K for the fiscal year ended April 24, 1992 (File No. 0-1667) 10(k) Bob Evans Farms, Inc. Incorporated Long Term Incentive Plan herein by for Managers reference to Exhibit 10(k) to the Registrant's Annual Report on Form 10-K for the fiscal year ended April 30, 1993 (File No. 0-1667) 10(l) Bob Evans Farms, Inc. Incorporated 1994 Long Term Incentive herein by Plan reference to Exhibit 10(n) to the Registrant's Annual Report on Form 10-K for the fiscal year ended April 29, 1994 (File No. 0-1667) (b) Reports on Form 8-K There were no Current Reports on Form 8-K filed during the fiscal quarter ended April 28, 1995. (c) Exhibits See Item 14(a) (3) above. (d) Financial Statement Schedules The response to this portion of Item 14 is submitted as a separate section of this Report. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. Bob Evans Farms, Inc. July 21, 1995 By: /s/Donald J. Radkoski Donald J. Radkoski Group Vice President-Finance Group and Treasurer (Chief Financial Officer & Chief Accounting Officer) Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. Signature Title Date Chairman of the Board, July 21, 1995 /s/ Daniel E. Evans Chief Executive Daniel E. Evans Officer and Secretary Director July 21, 1995 /s/ Larry C. Corbin Larry C. Corbin Director July 21, 1995 /s/ J. Tim Evans J. Tim Evans Director July 21, 1995 /s/ Daniel A. Fronk Daniel A. Fronk Director July 21, 1995 /s/ Cheryl L. Krueger Cheryl L. Krueger Director July 21, 1995 /s/ G. Robert Lucas II G. Robert Lucas II Director July 21, 1995 /s/ Stewart K. Owens Stewart K. Owens Director July 21, 1995 /s/ Robert E. H. Rabold Robert E. H. Rabold Director July 21, 1995 /s/ Robert S. Wood Robert S. Wood Group Vice President- July 21, 1995 /s/ Donald J. Radkoski Finance Group and Treasurer Donald J. Radkoski (Chief Financial Officer & Chief Accounting Officer) ************************** ANNUAL REPORT ON FORM 10-K ITEM 14(a)(1) and (2) and ITEM 14(d) LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES FINANCIAL STATEMENT SCHEDULES FISCAL YEAR ENDED APRIL 28, 1995 BOB EVANS FARMS, INC. COLUMBUS, OHIO FORM 10-K -- ITEMS 14(a)(1) and (2) and 14(d) BOB EVANS FARMS, INC. LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES The following consolidated financial statements of Bob Evans Farms, Inc. and subsidiaries, included in the Annual Report of the Registrant to its stockholders for the fiscal year ended April 28, 1995, are incorporated by reference in Item 8. Balance Sheets -- April 28, 1995 and April 29, 1994 Statements of Income -- Years ended April 28, 1995, April 29, 1994 and April 30, 1993 Statements of Stockholders' Equity -- Years ended April 28, 1995, April 29, 1994 and April 30, 1993 Statements of Cash Flows -- Years ended April 28, 1995, April 29, 1994 and April 30, 1993 Notes to Financial Statements -- April 28, 1995 All schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and, therefore, have been omitted. Consolidated Financial Review Bob Evans Farms, Inc. and Subsidiaries Comparative Highlights for Ten Years Income Income Per Share Cash Before Before Dividends Long-Term Income Before Income Extraordinary Extraordinary Per Year Total Assets Debt Net Sales Income Taxes Taxes Gain Gain Share 1995 $488,101,000 $2,250,000 $766,968,000 $86,869,000 $33,359,000 $53,510,000 $1.27 $.29 1994 413,875,000 - 699,038,000 76,514,000 28,332,000 48,182,000 1.15 .27 1993 363,075,000 - 653,176,000 68,540,000 25,478,000 43,062,000 1.03 .25 1992 325,538,000 1,200,000 556,304,000 62,409,000 23,080,000 39,329,000 .94 .21 1991 287,254,000 1,600,000 501,305,000 53,882,000 20,247,000 33,635,000 .81 .20 1990 260,643,000 2,000,000 454,339,000 44,046,000 16,301,000 27,745,000 .65 .19 1989 244,198,000 2,400,000 419,529,000 48,754,000 18,091,000 30,663,000 .71 .17 1988 219,448,000 2,800,000 395,061,000 48,343,000 19,014,000 29,329,000 .68 .17 1987 193,098,000 3,200,000 327,160,000 41,226,000 19,756,000 21,470,000 .52 .15 1986 149,493,000 - 262,682,000 36,608,000 16,033,000 20,575,000 .50 .12 Stock Price Ranges and Dividends The common stock of the company is traded on the NASDAQ National Market System and is identified by the symbol BOBE. The approximate number of record holders of the company's common stock at May 26, 1995, was 29,479. The high and low closing bid quotations for the company's common stock, as reported on NASDAQ, and cash dividends paid thereon for each fiscal quarter (13 weeks) of the company's past two fiscal years have been as follows: Cash Dividends Fiscal Year High Low Per Share 1995 1st Quarter $22 $20 3/8 $.0725 2nd Quarter 21 5/8 19 5/8 .0725 3rd Quarter 22 3/16 19 1/2 .0725 4th Quarter 21 1/2 19 7/8 .0725 1994 1st Quarter $19 $16 7/8 $.0675 2nd Quarter 19 1/8 17 7/8 .0675 3rd Quarter 22 1/2 18 1/2 .0675 4th Quarter 23 1/4 19 7/8 .0675 Consolidated Balance Sheets Bob Evans Farms, Inc. and Subsidiaries Assets April 28, 1995 April 29, 1994 Current Assets Cash and equivalents $ 10,451,000 $ 8,098,000 Trade accounts receivable 15,570,000 15,445,000 Inventories 17,256,000 15,799,000 Deferred income taxes 6,162,000 4,585,000 Prepaid expenses 2,936,000 3,514,000 Total Current Assets 52,375,000 47,441,000 Property, Plant and Equipment, at cost Buildings 288,260,000 240,394,000 Machinery and equipment 146,255,000 124,759,000 Other 19,572,000 17,556,000 454,087,000 382,709,000 Less accumulated depreciation 177,542,000 160,061,000 276,545,000 222,648,000 Land 133,135,000 116,225,000 Construction in progress 7,168,000 10,897,000 Net Property, Plant and Equipment 416,848,000 349,770,000 Other Assets Deposits and other 2,243,000 2,002,000 Long-term investments 2,303,000 - Deferred income taxes 1,573,000 1,049,000 Cost in excess of net assets acquired 11,016,000 11,555,000 Other intangible assets 1,743,000 2,058,000 Total Other Assets 18,878,000 16,664,000 $488,101,000 $413,875,000 Liabilities and Stockholders' Equity Current Liabilities Line of credit $ 25,600,000 $ 9,500,000 Accounts payable 7,325,000 1,532,000 Dividends payable 3,068,000 2,839,000 Federal and state income taxes 4,633,000 6,231,000 Accrued wages and related liabilities 13,691,000 10,546,000 Other accrued expenses 31,253,000 28,904,000 Total Current Liabilities 85,570,000 59,552,000 Long-Term Liabilities Deferred income taxes 6,409,000 5,495,000 Notes payable (net of discount of $600,000) 2,250,000 - Total Long-Term Liabilities 8,659,000 5,495,000 Stockholders' Equity Common stock, $.01 par value Authorized 100,000,000 shares; issued 42,638,118 shares in 1995 and 1994 426,000 426,000 Capital in excess of par value 144,741,000 144,782,000 Retained earnings 252,961,000 211,294,000 398,128,000 356,502,000 Less treasury stock: 309,620 shares in 1995 and 575,890 shares in 1994, at cost 4,256,000 7,674,000 Total Stockholders' Equity 393,872,000 348,828,000 $488,101,000 $413,875,000 Consolidated Statements of Income Bob Evans Farms, Inc. and Subsidiaries Years Ended April 28, 1995, April 29, 1994, and April 30, 1993 1995 1994 1993 Net sales $766,968,000 $699,038,000 $653,176,000 Cost of sales 229,256,000 221,558,000 207,106,000 Operating wage and fringe benefit expenses 225,280,000 201,606,000 189,150,000 Other operating expenses 101,703,000 91,287,000 84,106,000 Selling, general and administrative expenses 98,048,000 85,015,000 83,594,000 Depreciation expense 25,820,000 23,082,000 20,753,000 Operating Profit 86,861,000 76,490,000 68,467,000 Net interest 8,000 24,000 73,000 Income Before Income Taxes 86,869,000 76,514,000 68,540,000 Provisions for income taxes Federal 27,316,000 23,060,000 20,862,000 State 6,043,000 5,272,000 4,616,000 33,359,000 28,332,000 25,478,000 Net Income $ 53,510,000 $ 48,182,000 $43,062,000 Net income per share $1.27 $1.15 $1.03 Consolidated Statements of Stockholders' Equity Bob Evans Farms, Inc. and Subsidiaries Years Ended April 28, 1995, April 29, 1994, and April 30, 1993 Capital Total Common Stock in Excess Retained Treasury Stockholders' Shares Par Value of Par Value Earnings Stock Equity Balances at 4/24/92 42,638,118 $426,000 $143,027,000 $141,277,000 $(10,583,000) $274,147,000 Net income 43,062,000 43,062,000 Dividends declared of $.25 per share (10,367,000) (10,367,000) Purchase of treasury stock (535,000) (535,000) Tax benefit from disqualified disposition of stock options exercised 197,000 197,000 Compensation expense attributable to stock options granted 1,382,000 1,382,000 Distribution of treasury stock due to exercise of stock options and payment of employee bonuses (70,000) 1,484,000 1,414,000 Balances at 4/30/93 42,638,118 426,000 144,339,000 174,169,000 (9,634,000) 309,300,000 Net income 48,182,000 48,182,000 Dividends declared of $.27 per share (11,351,000) (11,351,000) Purchase of treasury stock (116,000) (116,000) Tax benefit from disqualified disposition of stock options exercised 294,000 294,000 Compensation expense attributable to stock options granted 500,000 500,000 Distribution of treasury stock due to exercise of stock options and payment of employee bonuses (57,000) 2,076,000 2,019,000 Balances at 4/29/94 42,638,118 426,000 144,782,000 211,294,000 (7,674,000) 348,828,000 Net income 53,510,000 53,510,000 Dividends declared of $.29 per share (12,245,000) (12,245,000) Tax benefit from disqualified disposition of stock options exercised 402,000 402,000 Compensation expense attributable to stock options granted 706,000 706,000 Compensation expense attributable to stock awards (203,000) 525,000 322,000 Distribution of treasury stock due to exercise of stock options and payment of employee bonuses (544,000) 2,893,000 2,349,000 Balances at 4/28/95 42,638,118 $426,000 $144,741,000 $252,961,000 $(4,256,000) $393,872,000 See Notes to Consolidated Financial Statements Consolidated Statements of Cash Flows Bob Evans Farms, Inc. and Subsidiaries Years Ended April 28, 1995, April 29, 1994, and April 30, 1993 1995 1994 1993 Operating Activities: Net income $53,510,000 $48,182,000 $43,062,000 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 26,674,000 23,937,000 21,632,000 Deferred income taxes (1,187,000) (2,061,000) (3,471,000) Loss (gain) on sale of property and equipment (115,000) (85,000) 191,000 Compensation expense attributable to stock plans 1,080,000 822,000 1,382,000 Cash provided by (used for) current assets and current liabilities: Accounts receivable (125,000) (2,900,000) 436,000 Inventories (1,457,000) (985,000) (73,000) Prepaid expenses 578,000 (143,000) (179,000) Accounts payable 5,793,000 2,670,000 (2,436,000) Federal and state income taxes (1,196,000) (1,143,000) 505,000 Accrued wages and related liabilities 3,093,000 345,000 4,000 Other accrued expenses 2,349,000 838,000 4,330,000 Net cash provided by operating activities 88,997,000 69,477,000 65,383,000 Investing Activities: Investment in Greenriver Charcoal, Inc. - - (3,046,000) Purchase of property, plant and equipment (94,766,000) (72,910,000) (52,115,000) Net proceeds from sale of short-term investments - 1,947,000 7,217,000 Purchase of long-term investments (2,303,000) - - Proceeds from sale of property, plant and equipment 1,983,000 909,000 513,000 Other (241,000) 161,000 (380,000) Net cash used in investing activities (95,327,000) (69,893,000) (47,811,000) Financing Activities: Cash dividends paid (12,016,000) (11,130,000) (10,049,000) Purchase of treasury stock - (116,000) (535,000) Draws on line of credit 16,100,000 9,500,000 - Proceeds from issuance of note payable 2,250,000 - - Payments on long-term debt - - (1,600,000) Distribution of treasury stock due to the exercise of stock options and employee bonuses 2,349,000 2,019,000 1,414,000 Net cash provided by (used in) financing activities 8,683,000 273,000 (10,770,000) Increase (decrease) in cash and equivalents 2,353,000 (143,000) 6,802,000 Cash and equivalents at the beginning of the year 8,098,000 8,241,000 1,439,000 Cash and equivalents at the end of the year $ 10,451,000 $ 8,098,000 $ 8,241,000 See Notes to Consolidated Financial Statements Notes to Consolidated Financial Statements Bob Evans Farms, Inc. and Subsidiaries April 28, 1995 Note A -- Summary of Significant Accounting Policies Principles of Consolidation: The consolidated financial statements include the accounts of the company and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated. Fiscal Year: The company's fiscal year ends on the last Friday in April. References herein to 1995, 1994, and 1993 refer to fiscal years ended April 28, 1995; April 29, 1994; and April 30, 1993, respectively. Fiscal 1993 was comprised of 53 weeks as compared to 1995 and 1994, which were both 52-week periods. Cash and Equivalents: Cash and equivalents includes cash on hand and deposits at financial institutions with maturities of less than three months. Investments: The company records investments at cost, which approximates market. Inventories: The company values inventories at the lower of first- in, first-out cost or market. Inventory is composed of raw materials and supplies ($11,880,000 in 1995, $10,530,000 in 1994) and finished goods ($5,376,000 in 1995, $5,269,000 in 1994). Property, Plant and Equipment: The company calculates depreciation on the straight-line and declining-balance methods at rates adequate to amortize costs over the estimated useful lives of buildings (15 to 25 years), machinery and equipment (3 to 10 years), and other (5 to 25 years). The straight-line depreciation method was adopted for all property placed in service on or after April 30, 1994. Depreciation on property placed in service prior to April 30, 1994, continues to be calculated principally on accelerated methods. The company believes the new method will more accurately reflect its financial results by better matching costs of new property over the useful lives of the assets. In addition, the new method more closely conforms with that prevalent in the industry. The effect of the change on net income per share for the year ended April 28, 1995, was de minimis. Cost in Excess of Net Assets Acquired: The cost in excess of net assets acquired (goodwill) is being amortized over 25 years using the straight-line method. The company uses the cash flow method to assess the recoverability of goodwill. Accumulated amortization at April 28, 1995, and April 29, 1994, was $2,459,000 and $1,920,000, respectively. Pre-opening Expenses: Expenditures related to the opening of new restaurants, other than those for capital assets, are charged to expense when incurred. Cost of Sales: Cost of sales represents food cost in the restaurant segment and cost of materials in the food products segment. Net Income Per Share: The company calculates net income per share based upon the weighted average number of common shares outstanding during the year. Weighted average number of common shares outstanding for 1995, 1994 and 1993, were 42,179,000; 42,006,000; and 41,872,000 respectively. Outstanding stock options do not have a material dilutive effect. Reclassifications: Certain 1994 and 1993 amounts have been reclassified to conform with the 1995 classification. Notes to Consolidated Financial Statements Bob Evans Farms, Inc. and Subsidiaries April 28, 1995 Note B -- Income Taxes Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the company's deferred tax liability and assets as of April 28, 1995, and April 29, 1994, are as follows: April 28, 1995 April 29, 1994 Deferred tax liability: Accelerated depreciation $6,409,000 $5,495,000 Deferred tax assets: Self-insurance 4,303,000 2,844,000 Other taxes 605,000 1,144,000 Vacation pay 913,000 680,000 Stock compensation plans 1,281,000 815,000 Accrued bonus 244,000 - Inventory and other 389,000 151,000 Total deferred tax assets 7,735,000 5,634,000 Net deferred tax asset $(1,326,000) $ (139,000) Significant components of the provisions for income taxes are as follows: 1995 1994 1993 Current: Federal $29,563,000 $25,438,000 $24,386,000 State 6,484,000 5,462,000 4,320,000 Total Current 36,047,000 30,900,000 28,706,000 Deferred: Federal (2,247,000) (2,378,000) (3,524,000) State (441,000) (190,000) 296,000 Total Deferred (2,688,000) (2,568,000) (3,228,000) $33,359,000 $28,332,000 $25,478,000 Notes to Consolidated Financial Statements Bob Evans Farms, Inc. and Subsidiaries April 28, 1995 The company's provisions for income taxes differ from the amounts computed by applying the federal statutory rate due to the following: 1995 1994 1993 Tax at statutory rate $30,404,000 $26,780,000 $23,304,000 State income tax (net) 3,928,000 3,427,000 3,047,000 Other (973,000) (1,875,000) (873,000) Provisions for income taxes $33,359,000 $28,332,000 $25,478,000 Taxes paid during 1995; 1994 and 1993 were $36,647,000; $31,643,000 and $28,595,000, respectively. Note C -- Credit Arrangements The company has arrangements with certain banks from which it may borrow up to $63,000,000 on a short-term basis. The arrangements are reviewed annually for renewal. At April 28, 1995, $25,600,000 was outstanding under these arrangements. During 1995 and 1994, respectively, the maximum amounts outstanding under these arrangements were $25,600,000 and $9,500,000 and the average amounts outstanding were $10,857,000 and $1,506,000 with weighted average interest rates of 5.95% and 5.15%. Total interest expense of $569,000; $78,000, and $85,000 incurred in 1995; 1994 and 1993, respectively, was capitalized in connection with the company's restaurant construction activities. Note D -- Stockholders' Equity The company has employee stock option plans adopted in 1985; 1987; 1991 and 1994; a non-employee directors stock option plan adopted in 1989; and a nonqualified stock option plan adopted in 1992, in conjunction with a supplemental executive retirement plan. The 1992 plan provides that the option price shall be not less than 50% of the fair market value of the stock at the date of grant; all other plans provide that the option price shall be the fair market value of the stock at the grant date. Options may be granted for a period of up to 10 years under the 1985; 1987; 1991 and 1994 plans, and until all available shares reserved have been issued or until the board determines that the plan shall terminate under the 1989 and 1992 plans. Except for the 1992 plan under which options become exercisable after a certain waiting period, options granted under the plans become exercisable at the rate of 20% per year beginning at the date of grant. The 1994 plan also provides for the granting of performance share awards in the form of common shares if certain performance objectives are met. As of April 28, 1995, options for 1,447,010 shares were outstanding, and options for 626,274 shares were exercisable at prices ranging from $8.63 to $21.25 per share. During 1995; 1994 and 1993, options of 226,749; 151,726 and 101,528 shares, respectively, were exercised at prices ranging from $8.63 to $20.19 per share. At April 28, 1995, 3,137,687 shares were reserved for issuance under the plans. Notes to Consolidated Financial Statements Bob Evans Farms, Inc. and Subsidiaries April 28, 1995 The company's supplemental executive retirement plan (SERP) provides retirement benefits to certain key management employees of the company and its subsidiaries. The purpose of the 1992 nonqualified stock option plan discussed earlier is to fund benefit obligations of the company that arise under the SERP. To the extent that benefits under the SERP are satisfied by grants of stock options under the nonqualified plan, the plan will operate as an incentive plan that produces both risk and reward to participants based on future growth in the market value of the company's common stock. Since the company intends to fund its obligations under the SERP on a current basis by granting stock options under the nonqualified plan, the company anticipates that no long-term unfunded pension obligations will arise under the SERP. Compensation expense attributable to stock options granted in 1995 and 1994 pursuant to the 1992 plan was $706,000 and $500,000, respectively. The company's long term incentive plan (LTIP) for managers, an unfunded plan, provides for the award of up to an aggregate of 500,000 shares of the company's common stock to mid-level managers as incentive compensation to attain growth in the net income of the company as well as to help attract and retain management personnel. Shares awarded are restricted until certain vesting requirements are met, at which time all restricted shares are converted to unrestricted shares. LTIP participants are entitled to cash dividends and to vote their respective shares. Restrictions generally limit the sale, pledge or transfer of the shares during a restricted period, not to exceed 12 years. In 1995, 40,286 shares were awarded as part of the LTIP. Compensation expense attributable to the LTIP was $374,000 and $322,000 in 1995 and 1994, respectively. Note E -- Profit Sharing Plan The company has a profit sharing plan which covers substantially all employees with at least one year of service. The annual contribution to the plan is at the discretion of the company's board of directors. The company's expenses related to contributions to the plan in 1995; 1994 and 1993 were $3,412,000; $3,104,000 and $2,484,000, respectively. Note F -- Commitments and Contingencies At April 28, 1995, the company had contractual commitments approximating $15,946,000 for restaurant construction, plant equipment additions and the purchases of land and inventory. The company is from time to time involved in a number of claims and litigation considered normal in the course of business. Various lawsuits and assessments, among them employment discrimination, product liability, workers' compensation claims and tax assessments, are in litigation or pending litigation. While it is not feasible to predict the outcome of these actions, in the opinion of the company, these actions should not ultimately have a material adverse effect on the financial position or results of operations of the company. Notes to Consolidated Financial Statements Bob Evans Farms, Inc. and Subsidiaries April 28, 1995 Note G -- Quarterly Financial Data (Unaudited) Net Gross Net Income Sales Profit Income Per Share Fiscal Year 1995 First Quarter $197,939,000 $135,060,000 $13,183,000 $.31 Second Quarter 194,403,000 137,036,000 14,163,000 .34 Third Quarter 185,587,000 133,262,000 13,904,000 .33 Fourth Quarter 189,039,000 132,354,000 12,260,000 .29 Fiscal Year 1994 First Quarter $178,431,000 $121,246,000 $11,815,000 $.28 Second Quarter 177,038,000 121,386,000 12,409,000 .30 Third Quarter 166,625,000 115,253,000 12,204,000 .29 Fourth Quarter 176,944,000 119,595,000 11,754,000 .28 Fiscal Year 1993 First Quarter $159,410,000 $109,977,000 $10,411,000 $.25 Second Quarter 163,694,000 112,856,000 11,006,000 .26 Third Quarter 169,543,000 115,366,000 11,443,000 .27 Fourth Quarter 160,529,000 107,871,000 10,202,000 .25 Note: gross profit represents net sales less cost of sales (materials) Notes to Consolidated Financial Statements Bob Evans Farms, Inc. and Subsidiaries April 28, 1995 Note H -- Industry Segments The company's operations include restaurant operations and the processing and sale of food and related products. The revenue from these segments includes both sales to unaffiliated customers and intersegment sales, which are accounted for on a basis consistent with sales to unaffiliated customers. Intersegment sales and other intersegment transactions have been eliminated in the financial statements. Operating profit represents earnings before interest and income taxes. Identifiable assets by segment are those assets that are used in the company's operations in each segment. General corporate assets consist of investments and deferred income taxes. Information on the company's industry segments is summarized as follows: 1995 1994 1993 Sales Restaurant operations $550,209,000 $495,129,000 $457,396,000 Food products 248,036,000 234,811,000 226,576,000 798,245,000 729,940,000 683,972,000 Intersegment sales of food products (31,277,000) (30,902,000) (30,796,000) Total $766,968,000 $699,038,000 $653,176,000 Operating Profit Restaurant operations $ 60,135,000 $ 56,910,000 $ 51,248,000 Food products 26,726,000 19,580,000 17,219,000 Total $ 86,861,000 $ 76,490,000 $ 68,467,000 Depreciation and Amortization Expense Restaurant operations $ 18,732,000 $ 16,216,000 $ 14,398,000 Food products 7,942,000 7,721,000 7,234,000 Total $ 26,674,000 $ 23,937,000 $ 21,632,000 Capital Expenditures Restaurant operations $ 81,772,000 $ 62,576,000 $ 43,227,000 Food products 12,994,000 10,334,000 8,888,000 Total $ 94,766,000 $ 72,910,000 $ 52,115,000 Identifiable Assets Restaurant operations $383,569,000 $317,739,000 $272,681,000 Food products 94,494,000 90,502,000 83,687,000 478,063,000 408,241,000 356,368,000 General corporate assets 10,038,000 5,634,000 6,707,000 Total $488,101,000 $413,875,000 $363,075,000 Auditor's Report Bob Evans Farms, Inc. and Subsidiaries Report of Ernst & Young LLP, Independent Auditors Board of Directors Bob Evans Farms, Inc. Columbus, Ohio We have audited the accompanying consolidated balance sheets of Bob Evans Farms, Inc. and subsidiaries as of April 28, 1995, and April 29, 1994, and the related consolidated statements of income, stockholders' equity, and cash flows for each of the three years in the period ended April 28, 1995. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Bob Evans Farms, Inc. and subsidiaries at April 28, 1995, and April 29, 1994, and the consolidated results of their operations and their cash flows for each of the three years in the period ended April 28, 1995, in conformity with generally accepted accounting principles. As discussed in note A to the financial statements, in fiscal 1995 the company changed its method for accounting for depreciation. Columbus, Ohio May 24, 1995 Management's Discussion and Analysis of Selected Financial Information Bob Evans Farms, Inc. and Subsidiaries Sales Total sales for Bob Evans Farms, Inc. and subsidiaries increased 10% in 1995 over 1994. This compares with a 7% increase in 1994 over 1993. Fiscal years 1995 and 1994 were comprised of 52 weeks whereas in 1993 there were 53 weeks. Restaurant segment sales accounted for 72% of total sales in 1995 compared with 71% of total sales in 1994. Sales increased 11% in 1995 over 1994 as compared to 8% in 1994 over 1993. Most of these increases were due to more restaurants in operation. The company opened 44 restaurants during 1995 that included: 12 traditional Bob Evans Restaurants, 25 Bob Evans "small-town" Restaurants and seven Cantina del Rios. This compares with 23 restaurants opened during 1994 consisting of 11 traditional Bob Evans Restaurants, eight Bob Evans "small-town" Restaurants and four Cantina del Rios. The total number of restaurants in operation at the end of the year was 354, compared to 315 a year ago. Also affecting sales were increases in same-store sales of traditional Bob Evans Restaurants (restaurants opened for 12 full months in 1995 and 1994) of 3.4% in 1995 and 3.0% in 1994. A variety of new menu items were added in 1995 to help keep the company's menu fresh and give customers an opportunity to try something new. A number of programs were initiated from time to time such as "weekday breakfast breaks" and "daily dinner specials." No one single menu item or program had a material impact on sales although the company believes without the combination of these additional menu items and programs, same-store sales increases would have been less than reported. For 1995 the traditional Bob Evans Restaurant menu price increased 3.1% compared with 2.7% in 1994. Food product sales accounted for 28% of total sales in 1995 and 29% of sales in 1994. Sales increased 6% in 1995 and 4% in 1994. The increase this year was due to increased pounds of sausage products sold (approximately a 5% increase in 1995 and 2% in 1994) and increased sales from Mrs. Giles Country Kitchens and Hickory Specialties with combined sales of $52.3 million in 1995 or 24% of food products segment sales compared with $46.7 million or 23% of food products segment sales in 1994. This increase was mainly due to increased sales of charcoal products at Hickory Specialties. The food products segment sales increase in 1994 was mainly due to higher wholesale prices of sausage products over a year ago and improved sales of Hickory Specialties' charcoal and liquid-smoke flavorings. The benchmark retail price for a one-pound roll of sausage was $2.79 in 1995 and $2.84 in 1994. New product introductions during 1995 included Bob Evans Homestyle Chicken & Noodles and a maple-flavored sausage product, Maple Links. New product introductions during 1994 included Bob Evans Homestyle Sausage Gravy & Biscuits and Country Lite Sausage products. New product introductions added additional volume but were not significant compared with the total pounds sold in 1995 or 1994. Cost of Sales As a percentage of sales, the consolidated cost of sales (cost of materials) was 29.9%, 31.7% and 31.7% in 1995, 1994 and 1993, respectively. The restaurant segment cost of sales percentage was 27.0% in 1995 compared with 27.5% in 1994 and 1993. The decrease in 1995 was mainly due to various changes in product mix. The food products segment cost of sales percentage decreased in 1995 to 37.1% compared to 41.9% in 1994 and 41.3% in 1993. This decrease in 1995 was due to lower live hog costs which averaged $31.00 per hundredweight in 1995 compared with $39.25 per hundredweight in 1994 and $37.33 per hundredweight in 1993. Operating Expenses Consolidated operating expenses were 42.6%, 41.9% and 41.8% in 1995, 1994 and 1993, respectively. The largest component of operating expenses was labor and fringe benefit expense, which amounted to $225.3 million in 1995 compared to $201.6 in 1994. Of this increase, $22.2 million occurred in the restaurant segment due to more restaurants in operation. As a percent of sales, other operating expenses were 13.3%, 13.1% and 12.9% of sales in 1995, 1994 and 1993, respectively. Selling, General and Administrative Expenses As a percentage of sales, consolidated selling, general and administrative expenses were 12.8%, 12.2% and 12.8% of sales in 1995, 1994 and 1993, respectively. The increase this year was mainly the result of management training expenses needed to support increased restaurant openings. The increased training expense in 1995 compared to 1994 was approximately $2.8 million. Decreased advertising expenditures resulted in most of the decrease from 1993 to 1994. Taxes The effective federal and state income tax rates were 38.4%, 37.0% and 37.2% in 1995, 1994 and 1993, respectively. The increase in 1995 was mostly attributable to increased state taxes. In fiscal year 1996, the effective tax rate is expected to be approximately 38.5%. Net Income Net income increased 11% in 1995 over 1994 and 12% in 1994 over 1993. The increase in 1995 was mainly attributable to strong margins on sausage products due to lower live hog costs than in 1994. The increase in the restaurant segment in 1995 was due to more restaurants in operation. Additionally, the increase in the effective tax rate affected both segments, and on a consolidated basis decreased current year net income by more than $1.2 million. The increase in net income in 1994 was due mainly to more restaurants in operation and improved margins in sausage, charcoal and liquid smoke flavorings. Liquidity and Capital Resources Cash generated from both the restaurant and food products segments has been used as the main source of funds for working capital and capital expenditure requirements. Cash and equivalents totaled $10.5 million at April 28, 1995, and $8.1 million at April 29, 1994. Dividends paid represented 22% of net income in 1995 and 23% of net income in 1994. Bank lines of credit were used for liquidity needs and capital expansion during fiscal year 1995. At April 28, 1995, $25.6 million was outstanding under such arrangements. The bank lines of credit available were increased to $63 million during 1995 (compared to $53 million at the end of fiscal 1994) to meet liquidity and capital resource requirements anticipated because of increased restaurant expansion. The company believes that the funds needed for capital expenditures and working capital during 1996 will be generated internally and from available bank lines of credit. Longer-term financing alternatives will be evaluated by the company, especially in the event of acquisitions. At April 28, 1995, the company had contractual commitments from restaurant construction, plant equipment additions and land purchases of approximately $15.9 million. Anticipated capital expenditures for 1996 are expected to approximate $90 million and depreciation and amortization expenses are expected to approximate $29 million. The company plans to build approximately 35 to 40 restaurants in fiscal year 1996, as well as upgrade various properties, plants and equipment in both segments. Management's Outlook Bob Evans Farms, Inc. and Subsidiaries Management is unaware of any material events or uncertainties that would cause the reported financial information not to be indicative of future operating results. Uncertainties for the new fiscal year include the cyclical nature of the live hog market and its effect on the profitability in the food products segment. It is anticipated that live hog costs for 1996 will be in a range at or above 1995 fiscal year costs. Other uncertainties in the food products segment are consumer acceptance of new products, and the successful sale of products in any new markets opened. In the restaurant segment, new restaurant expansion will depend on availability of sites and weather conditions. Other uncertainties in the restaurant segment are customer acceptance of new menu items, new market expansion, unproven new restaurant concepts, possible restaurant closings because of poor performance, ability to maintain real growth in core stores and food safety issues. External factors such as governmental initiatives, environmental compliance issues and the economy impose various degrees of uncertainty on the company's businesses. Well-planned growth is an important part of the company's plans in 1996. Restaurant segment plans call for the opening of approximately 35 to 40 restaurants, which equates to a growth rate of approximately 11%. Increased attention to operations is important in order to increase customer satisfaction. New menu items and value promotions such as the daily dinner specials and the weekday breakfast breaks programs will continue in 1996 in an effort to increase customer counts. Seasonal promotions and new menu items keep the menu fresh and have been well accepted by customers. Food products segment growth in 1996 is expected to come from new product additions such as retail entree products (fresh and frozen) and limited market expansion. The company plans to continue various promotions designed to increase customer trial of existing products as well as new product introductions. Hickory Specialties successfully introduced two new products last fiscal year: Wildfire Gourmet Hickory Charcoal and Woodstone Gas Grill Briquettes. As a result of increased charcoal sales, a new charcoal manufacturing facility is currently under construction at Summer Shade, Ky. This facility is expected to be operational by October 1995. Expansion by acquisition in both the restaurant and food products segments is a possibility. The timing, as well as the number of acquisitions, is not known and will depend on market conditions as well as satisfying various company criteria. ************************************** BOB EVANS FARMS, INC. ANNUAL REPORT ON FORM 10-K FOR FISCAL YEAR ENDED APRIL 28, 1995 INDEX TO EXHIBITS Exhibit Number Description Location 3(a) Certificate of Incorporation Incorporated herein of the Registrant by reference to Exhibit 3(a) to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 24, 1987 (File No. 0-1667) 3(b) Certificate of Amendment of Incorporated herein Certificate of Incorporation by reference to of the Registrant dated Exhibit 3(b) to the August 26, 1987 Registrant's Annual Report on Form 10-K for its fiscal year ended April 28, 1989 (File No. 0-1667) 3(c) Certificate of Adoption of Incorporated herein Amendment to Certificate of by reference to Incorporation of the Exhibit 3(c) to the Registrant dated August 9, Registrant's Annual 1993 Report on Form 10-K for its fiscal year ended April 29, 1994 (File No. 0-1667) 3(d) Restated Certificate of Incorporated herein Incorporation of Registrant by reference to Exhibit 3(d) to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 29, 1994 (File No. 0-1667) 3(e) By-Laws of the Registrant Incorporated herein by reference to Exhibit 3(c) to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 24, 1987 (File No. 0-1667) 10(a) Restated Bob Evans Farms, Inc. Page 58 and Affiliates 401K Retirement Plan (effective January 1, 1994, except as otherwise provided) 10(b) Bob Evans Farms, Inc. and Page 111 Affiliates 401K Retirement Plan Summary Plan Description (effective January 1, 1995) 10(c) Bob Evans Farms, Inc. and Incorporated herein Affiliates 401K Retirement by reference to Plan Trust (effective May 1, Exhibit 4(f) to the 1990) Registrant's Pre- Effective Amendment No. 1 to Form S-8 Registration State ment, filed April 27, 1990 (Registration No. 33- 34149) 10(d) Bob Evans Farms, Inc. 1985 Incorporated herein Incentive Stock Option Plan by reference to Exhibit 4(c) to the Registrant's Regis tration Statement on Form S-8, filed September 12, 1985 (Registration No. 33-242) 10(e) Bob Evans Farms, Inc. 1987 Incorporated herein Incentive Stock Option Plan by reference to Exhibit 4(a) to the Registrant's Regis tration Statement on Form S-8, filed October 19, 1987 (Registration No. 33- 17978) 10(f) Agreement, dated February 24, Incorporated herein 1989, between Daniel E. Evans by reference to and Bob Evans Farms, Inc.; and Exhibit 10(g) to the Schedule A to Exhibit 10(h) Registrant's Annual identifying other substan Report on Form 10-K tially identical Agreements for its fiscal year between Bob Evans Farms, Inc. ended April 28, 1989 and certain of the executive (File No. 0-1667); officers of Bob Evans Farms, Page 92 Inc. 10(g) Bob Evans Farms, Inc. 1989 Incorporated herein Stock Option Plan for Non- by reference to employee Directors Exhibit 4(d) to the Registrant's Regis tration Statement on Form S-8, filed August 23, 1989 (Registration No. 33- 30665) 10(h) Bob Evans Farms, Inc. 1991 Incorporated herein Incentive Stock Option Plan by reference to Exhibit 4(d) to the Registrant's Regis tration Statement on Form S-8, filed September 13, 1991 (Registration No. 33-42778) 10(i) Bob Evans Farms, Inc. Incorporated herein Supplemental Executive by reference to Retirement Plan Exhibit 10(i) to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 24, 1992 (File No. 0-1667) 10(j) Bob Evans Farms, Inc. Incorporated herein Nonqualified Stock Option Plan by reference to Exhibit 10(j) to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 24, 1992 (File No. 0-1667) 10(k) Bob Evans Farms, Inc. Long Incorporated herein Term Incentive Plan for by reference to Managers Exhibit 10(k) to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 30, 1993 (File No. 0-1667) 10(l) Bob Evans Farms, Inc. 1994 Incorporated herein Long Term Incentive Plan by reference to Exhibit 10(n) to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 29, 1994 (File No. 0-1667) 11 Computation of Earnings Per Page 136 Share 13 Registrant's Annual Report to Page 26 Stockholders for the fiscal year ended April 28, 1995 (Not deemed filed except for portions thereof which are specifically incorporated by reference into this Annual Report on Form 10-K) 21 Subsidiaries of the Registrant Incorporated herein by reference to Exhibit 21 to the Registrant's Annual Report on Form 10-K for its fiscal year ended April 30, 1993 (File No. 0-1667) 23 Consent of Ernst & Young, Page 137 certified public accountants 27 Financial Data Schedule Page 138