FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 6, 1997 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________to_______________ Commission file number 1-12604 THE MARCUS CORPORATION (Exact name of registrant as specified in its charter) WISCONSIN 39-1139844 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 250 EAST WISCONSIN AVENUE - MILWAUKEE, WISCONSIN 53202 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code (414) 272-6020 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 12, 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 filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. COMMON STOCK OUTSTANDING AT MARCH 17, 1997 - 10,899,193 CLASS B COMMON STOCK OUTSTANDING AT MARCH 17, 1997 - 8,808,632 THE MARCUS CORPORATION INDEX Page No. PART I - FINANCIAL INFORMATION Item 1. Consolidated Financial Statements: Balance Sheets (February 6, 1997 and May 30, 1996) . . . 3 Statements of Earnings (Twelve and thirty-six weeks ended February 6, 1997 and February 1, 1996) . . 5 Statements of Cash Flows (Thirty-six weeks ended February 6, 1997 and February 1, 1996) . . 6 Condensed Notes to Financial Statements . 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . . . 8 PART II - OTHER INFORMATION Item 6. Exhibits . . . . . . . . . . . . . . . . . 13 Signatures . . . . . . . . . . . . . . . . . . 14 PART 1 - FINANCIAL INFORMATION Item 1. Financial Statements THE MARCUS CORPORATION Consolidated Balance Sheets (in thousands) (Unaudited) (Audited) Feb. 6 May 30, 1997 1996 ASSETS Current Assets: Cash and cash equivalents $ 20,966 $ 15,466 Accounts and notes receivable 6,934 8,780 Receivables from joint ventures 426 4,890 Other current assets 3,541 2,463 -------- -------- Total current assets 31,867 31,599 Property and equipment: Land and improvements 66,513 60,177 Buildings and improvements 389,124 329,458 Leasehold improvements 7,991 5,688 Furniture, fixtures and equipment 152,479 137,305 Construction in progress 12,235 22,336 -------- -------- Total property and equipment 628,342 554,964 Less accumulated depreciation and amortization 157,760 143,401 -------- -------- Net property and equipment 470,582 411,563 Other assets: Investments in joint ventures 1,158 1,295 Other 13,317 10,858 -------- -------- Total other assets 14,475 12,153 -------- -------- TOTAL ASSETS $516,924 $455,315 -------- -------- See accompanying notes to consolidated financial statements. THE MARCUS CORPORATION Consolidated Balance Sheets (in thousands) (Unaudited) (Audited) Feb. 6, May 30, 1997 1996 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Notes payable $ 4,517 $ 5,555 Accounts payable 8,620 15,646 Income taxes 5,582 1,393 Taxes other than income taxes 7,805 8,323 Accrued compensation 2,624 1,380 Other accrued liabilities 11,664 9,352 Current maturities on long-term debt 12,120 9,069 -------- -------- Total current liabilities 52,932 50,718 Long-term debt 167,680 127,135 Deferred income taxes 20,211 20,027 Deferred compensation and other 5,458 6,187 Shareholders' equity: Preferred Stock, $1 par; authorized 1,000,000 shares; none issued Common Stock, $1 par; authorized 30,000,000 shares; issued 11,577,435 shares at February 6, 1997, 11,529,962 shares at May 30, 1996 11,577 11,530 Class B Common Stock, $1 par; authorized 20,000,000 shares; issued and outstanding 8,809,132 at February 6, 1997, 8,856,605 at May 30, 1996 8,809 8,857 Capital in excess of par 38,953 38,832 Retained earnings 214,938 195,643 -------- -------- 274,277 254,862 Less cost of Common Stock in treasury (709,241 shares at February 6, 1997 and 718,352 shares at May 30, 1996) 3,634 3,614 -------- -------- Total shareholders' equity 270,643 251,248 -------- -------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $516,924 $455,315 -------- -------- See accompanying notes to consolidated financial statements. THE MARCUS CORPORATION Consolidated Statements of Earnings (Unaudited) (in thousands, except per share and share data) February 6, 1997 February 1, 1996 12 weeks 36 weeks 12 Weeks 36 Weeks Revenues: Rooms and telephone $ 28,577 $105,727 $ 24,827 $ 95,453 Food and beverage 9,440 31,987 8,176 30,699 Theatre operations 21,207 53,571 15,549 44,439 Other income 3,982 14,573 3,296 12,786 --------- --------- --------- -------- Total revenues 63,206 205,858 51,848 183,377 Costs and expenses: Rooms and telephone 12,687 39,068 11,024 34,818 Food and beverage 7,398 23,222 6,615 22,535 Theatre operations 13,188 33,340 9,564 26,888 Advertising and marketing 4,298 13,404 3,169 10,043 Administrative 5,585 17,713 4,806 17,870 Depreciation and amortization 6,740 19,608 5,728 17,202 Rent 536 1,842 499 2,027 Property taxes 1,771 6,861 2,019 6,319 Other operating expenses 2,258 7,150 2,642 8,701 --------- --------- --------- --------- Total costs and expenses 54,461 162,208 46,066 146,403 --------- --------- --------- --------- Operating income 8,745 43,650 5,782 36,974 Other income (expense): Investment income 487 924 370 1,690 Interest expense (3,025) (7,693) (1,878) (6,113) Gain (loss) on disposition of property and equipment (8) 11 (275) 25,023 ---------- ---------- --------- -------- (2,546) (6,758) (1,783) 20,600 ---------- ---------- --------- -------- Earnings before income taxes 6,199 36,892 3,999 57,574 Income taxes 2,484 14,767 1,383 23,057 --------- --------- --------- -------- Net earnings $ 3,715 $ 22,125 $ 2,616 $ 34,517 --------- --------- --------- -------- Net earnings per share:* Earnings excluding gain on restaurant sale $ 0.19 $ 1.11 $ 0.13 $ 0.99 After-tax gain on restaurant sale 0.75 --------- Net earnings per share $ 0.19 $ 1.11 $ 0.13 $ 1.74 --------- --------- --------- --------- Weighted Average Shares Outstanding * 19,855,000 19,811,000 * All per share and weighted average shares outstanding data has been adjusted to reflect the 50% stock dividend distributed on November 14, 1995. See accompanying notes to consolidated financial statements. THE MARCUS CORPORATION Consolidated Statements of Cash Flows (Unaudited) (in thousand)s 36 Weeks Ended Feb. 6, Feb. 1, 1997 1996 OPERATING ACTIVITIES: Net earnings $22,125 $34,517 Adjustments to reconcile net earnings to net cash provided by operating activities: Earnings on investments in joint ventures, net of distributions 137 (231) Gain on disposition of property and equipment (11) (25,023) Depreciation and amortization 19,608 17,202 Deferred income taxes 184 946 Deferred compensation and other (729) 936 Changes in assets and liabilities: Accounts and notes receivable 1,846 (1,854) Other current assets (1,078) 790 Accounts payable (7,026) 327 Income taxes 4,189 1,460 Taxes other than income taxes (518) (1,492) Accrued compensation 1,244 1,073 Other accrued liabilities 2,312 (391) -------- -------- Total adjustments 20,158 (6,257) -------- -------- Net cash provided by operating activities 42,283 28,260 INVESTING ACTIVITIES: Capital expenditures (80,386) (58,665) Net proceeds from disposals of property, equipment and other assets 1,770 52,907 Purchase of interest in joint ventures, net of cash acquired -- (409) Increase in other assets (2,459) (1,766) Cash received from joint ventures 4,464 406 -------- -------- Net cash used in investing activities (76,611) (7,527) FINANCING ACTIVITIES: Debt transactions: Net proceeds from issuance of notes payable and long-term debt 98,053 9,796 Principal payments on notes payable and long-term debt (55,495) (21,930) Equity transactions: Treasury stock transactions, except for stock options (55) (131) Exercise of stock options 155 467 Dividends paid (2,830) (5,024) -------- -------- Net cash provided by (used in) financing activities 39,828 (16,822) -------- -------- Net increase in cash and cash equivalents 5,500 3,911 Cash and cash equivalents at beginning of year 15,466 8,798 -------- -------- Cash and cash equivalents at end of period $20,966 $12,709 -------- ------- See accompanying notes to consolidated financial statements. THE MARCUS CORPORATION CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE TWELVE AND THIRTY-SIX WEEKS ENDED FEBRUARY 6, 1997 (Unaudited) A. Refer to the Company's audited financial statements (including footnotes) for the year ended May 30, 1996, contained in the Company's Form 10-K Annual Report for such year, for a description of the Company's accounting policies. B. The consolidated financial statements for the twelve and thirty-six weeks ended February 6, 1997 and February 1, 1996 have been prepared by the Company without audit. In the opinion of management, all adjustments consisting only of normal recurring accruals necessary to present fairly the unaudited interim financial information at February 6, 1997, and for all periods presented have been made. C. Pursuant to an asset purchase agreement dated April 12, 1995, the Company completed the sale of its 18 existing Applebee's Neighborhood Grill & Bar restaurants (Applebee's), two Applebee's under construction, five Applebee's under development and its development rights for Applebee's to Apple South, Inc. (the Purchaser). On June 5, 1995, the Company entered into a management agreement with the Purchaser, whereby the Purchaser commenced to immediately manage, operate and assume all of the Company's existing operating and development responsibilities related to the Company's Applebee's restaurant operations. The Purchaser received all profits of the restaurants between June 5, 1995 and June 30, 1995, as reimbursement for its management service. On June 30, 1995, proceeds from the sale of approximately $48.3 million were received by the Company in cash. D. The Company's Board of Directors declared a three-for-two stock split, effected in the form of a 50% stock dividend, distributed on November 14, 1995, to all holders of Common Stock and Class B Common Stock. All per share and weighted average shares outstanding data prior to November 14, 1995, have been adjusted to reflect this dividend. E. Certain items in the accompanying fiscal 1996 financial statements have been reclassified to conform to the fiscal 1997 presentation. THE MARCUS CORPORATION Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition Special Note Regarding Forward-Looking Statements Certain matters discussed in this Management's Discussion and Analysis of Results of Operations and Financial Condition are "forward- looking statements" intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified as such because the context of the statement will include words such as the company "believes," "anticipates," "expects" or words of similar import. Similarly, statements that describe the Company's future plans, objectives or goals are also forward-looking statements. Such forward looking statements are subject to certain risks, assumptions and uncertainties which are described in close proximity to such statements and which could cause actual results to differ materially from those currently anticipated. Shareholders, potential investors and other readers are urged to consider these risks, assumptions and uncertainties carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are only made as of the date of this Form 10-Q and the Company undertakes no obligation to publicly update such forward- looking statements to reflect subsequent events or circumstances. RESULTS OF OPERATIONS General The Company reports its results of operations on a 52-or 53-week fiscal year which ends on the last Thursday in May. Each fiscal year is divided into three 12-week quarters and a final quarter consisting of 16 or 17 weeks. The final quarter of fiscal 1997 will consist of 17 weeks for the Company's motel and hotels/resorts divisions, while the Company and its other remaining divisions will report a 16-week fourth quarter. Fiscal 1996 was a 53-week fiscal year for the Company and its theatre division, while the Company's remaining divisions reported a 52-week year in fiscal 1996. Revenues for the third quarter of fiscal 1997 ended February 6, 1997, totaled $63.2 million, an increase of $11.4 million, or 21.9%, from revenues of $51.8 million for the third quarter of fiscal 1996. For the first three quarters of fiscal 1997, revenues were $205.9 million, an increase of $22.5 million, or 12.3%, from revenues of $183.4 million during the first three quarters of fiscal 1996. All four operating segments contributed to the increase in revenues for the fiscal 1997 third quarter. Net earnings for the third quarter of fiscal 1997 were $3.7 million, or $.19 per share, up 42.0% and 46.2%, respectively, from net earnings of $2.6 million, or $.13 per share, for the same quarter in the prior year. For the first three quarters of fiscal 1997, net earnings were $22.1 million, or $1.11 per share. This represented a 12.3% and 12.1% increase, respectively, over comparable earnings of $19.7 million, or $.99 per share, for the first three quarters of fiscal 1996. Including the after- tax gain of $14.8 million, or $.75 per share, resulting from the Company's sale of its Applebee's restaurants and related rights in June 1995 and other restaurant divestitures, net earnings for fiscal 1996's first three quarters were $34.5 million, or $1.74 per share. Operating income (earnings before other income/expense and income taxes) totaled $8.7 million in the third quarter of fiscal 1997, an increase of $3.0 million, or 51.2%, compared to the prior year same period. For the first three quarters of fiscal 1997, operating income was $43.7 million, an increase of $6.7 million, or 18.1%, over operating income of $37.0 million for the first three quarters of fiscal 1996. Other expense increased $763,000 to $2.5 million during the third quarter of fiscal 1997 compared to $1.8 million during the same period last year due to increased interest expense. The Company had higher long-term debt levels during fiscal 1997 third quarter compared to the same period last year, pursuant to the Company's strategy to "lock-in" favorable long-term interest rates. The Company's debt-to-capitalization ratio remains very low at 39.9% at the end of the fiscal 1997 third quarter, compared to 35.2% at the same time last year. Motels Total revenues for the third quarter of fiscal 1997 for the motel division were $25.3 million, an increase of $2.8 million, or 12.4%, compared to $22.5 million during the same period in fiscal 1996. Total revenues for the first three quarters of fiscal 1997 for the motel division were $89.7 million, an increase of $8.8 million, or 10.9%, compared to $80.9 million in the first three quarters of fiscal 1996. The motel division's operating income for the fiscal 1997 third quarter totaled $5.6 million, an increase of $900,000, or 19.5%, from the $4.7 million earned by the division during the same period of fiscal 1996. The motel division's operating income for the first three quarters of fiscal 1997 totaled $27.4 million, an increase of $2.1 million, or 8.1%, over the $25.3 million earned by the division in the same period of fiscal 1996. Compared to the end of the third quarter of fiscal 1996, there were 12 new Company-owned or operated Budgetel Inns and five new franchised Budgetel Inns in operation at the end of the fiscal 1997 third quarter. The Company's newly opened motels contributed additional revenues of $2.0 million to the division's fiscal 1997 third quarter revenues. Occupancy rates remained firm during the third quarter of fiscal 1997 compared to the same period last year. Average daily room rates at the Company's continuing motels increased slightly compared to last year's same quarter. The Company believes that increased industry segment room supply in certain markets continues to contribute to the unchanged occupancy and relatively low rate increases. Operating income increased this quarter primarily due to improved operating efficiencies, as operating income as a percentage of revenues increased to 22.1% compared to 20.8% for the same period last year. At the end of the fiscal 1997 third quarter, the Company owned or operated 99 Budgetel Inns and franchised an additional 35 Inns, bringing the total number of Budgetel Inns in operation to 134. In addition, there are currently 16 Company-owned or franchised Budgetel Inns under construction, all of which are scheduled to open before the end of fiscal 1997 or shortly thereafter. The Company also owns and operates four Woodfield Suites all-suite motels, including a new location in Cincinnati, Ohio that opened at the end of the third quarter of fiscal 1997, and plans to open a fifth location in Madison, Wisconsin in early fiscal 1998. The Company recently announced its goal of increasing the number of Woodfield Suites in operation to 40 to 50 properties within the next five years. The Company expects the increase to be achieved through new company-owned units, acquisitions and the introduction of a franchise program. Theatres The theatre division's fiscal 1997 third quarter revenues were $21.4 million, an increase of $5.8 million, or 37.4%, over revenues of $15.6 million in the same period in fiscal 1996. Operating income for the third quarter in fiscal 1997 totaled $4.9 million, an increase of $1.4 million, or 38.0%, over operating income of $3.5 million during the same period last year. The Thanksgiving through New Year's Day period is traditionally a strong period for movie exhibitors, including the Company's theatre division. The theatre division's fiscal 1997 first three quarters revenues were $53.9 million, an increase of $9.3 million, or 21.0%, over revenues of $44.6 million during the first three quarters of fiscal 1996. Operating income for the first three quarters of fiscal 1997 was $10.7 million, an increase of $200,000, or 1.9%, from $10.5 million of operating income during the first three quarters of fiscal 1996. Year-to- date operating income has been reduced by over $400,000 of pre-opening expenses related to new screens and the Company's few family entertainment center, Funset Boulevard. The Company has added 74 new screens during the first three quarters of fiscal 1997, ending the third quarter with a total of 291 screens compared to 219 at the end of the same period last year. Two screens were closed during the third quarter of fiscal 1997, resulting in a nominal loss of revenues and operating income. The Company opened its largest complex, a 20-screen ultraplex in Addison, Illinois, on the first day of the third quarter of fiscal 1997 and added seven screens to existing theatres during the quarter. In addition, the Company currently has six additional screens under construction at its Gurnee, Illinois, theatre, making it a 20-screen complex. Total box office receipts for the first three quarters of fiscal 1997 were $36.7 million, an increase of $5.4 million, or 17.4%, over $31.3 million during the same period last year. The increase in box office receipts for the first three quarters of fiscal 1997 compared to the same period in the prior year was primarily due to the additional new screens, together with a 5.0% increase in first-run theatre average ticket prices and a 4.7% increase in concession revenues per person. Theatre attendance at comparable screens increased during the third quarter of fiscal 1997 compared to the same period last year due to strong film offerings during the period and severe winter weather during last year's third quarter. Theatre attendance is largely dependent upon the audience appeal of available films, a factor over which the Company has limited control. Hotels and Resorts Total revenues from the hotels and resorts division during the third quarter of fiscal 1997 increased by $2.2 million, or 27.0%, to $10.7 million, compared to $8.5 million during the previous year's comparable period. Operating losses totaled $1.2 million during the fiscal 1997 third quarter, compared to operating losses of $2.4 million during the third quarter of fiscal 1996, an improvement of $1.2 million, or 51.6%. Consistent with the seasonality of group and convention business in the Midwest, the third quarter of the Company's fiscal year is typically the slowest period for its hotel and resorts division. Total revenues from the hotels and resorts division during the first three quarters of fiscal 1997 totaled $43.2 million, an increase of $4.0 million, or 10.3%, over total first three quarters revenues of $39.2 million during fiscal 1996. Operating income increased by $3.2 million during the first three quarters of fiscal 1997, or 110.9%, to $6.1 million, compared to $2.9 million during the prior year's first three quarters. Higher average room rates and stable or increased occupancies at the Company's hotels contributed to the revenue and operating income increases during the fiscal 1997 periods compared to the prior year's periods. The division's fiscal 1997 third quarter and fiscal year-to-date results also benefitted from reduced charges for pre-opening costs for the Milwaukee Hilton (formerly the Marc Plaza) and increased management fees from properties managed but not owned by the hotels and resorts division. Restaurants Restaurant division revenues totaled $5.6 million for the third quarter of fiscal 1997, an increase of $400,000, or 8.4%, over fiscal 1996 third quarter revenues of $5.2 million. The division's operating income for the fiscal 1997 third quarter totaled $442,000, an increase of $237,000, or 115.6%, over operating income of $205,000 during the third quarter of fiscal 1996. Restaurant division revenues totaled $18.7 million for the first three quarters of fiscal 1997, an increase of $550,000, or 3.0%, over the first three quarters fiscal 1996 revenues of $18.1 million. Excluding $1.1 million of revenues from subsequently sold or closed restaurants from fiscal 1996 revenues, first three quarters fiscal 1997 revenues increased 9.4% over the prior year. The division's operating income for the first three quarters of fiscal 1997 totaled $1.8 million, an increase of $1.2 million, or 198.1%, over fiscal 1996 first three quarters operating income of $600,000. The increases in revenues and operating income for both the third quarter and first three quarters of fiscal 1997, compared to the same prior periods, were primarily the result of recent successful KFC product introductions and increased sales from KFC's home delivery program, combined with reduced administrative costs related to the disposition of Applebee's and other restaurant properties last year. Same store KFC revenues for the third quarter of fiscal 1997 compared to the prior year's third quarter were up 7.5%, with guest counts at same store KFC's up 2.1% and average guest check amounts up 5.3%. The Company has plans to convert and open its first 2-in-1 KFC/Taco Bell restaurant in the first quarter of fiscal 1998. FINANCIAL CONDITION The Company's lodging, movie theatre and restaurant businesses each generate significant and consistent daily amounts of cash because each segment's revenue is derived predominantly from consumer cash purchases. The Company believes that these consistent and predictable cash sources, together with the availability to the Company of $80 million of unused credit lines at the end of the third quarter, should be adequate to support the ongoing operational liquidity needs of the Company's businesses. Net cash provided by operating activities increased by $14.0 million during the first three quarters of fiscal 1997 to $42.3 million, compared to $28.3 million during the prior year's first three quarters. The increase over the same period last year was primarily the result of approximately $10 million of income taxes incurred on the gain on the sale of restaurants in fiscal 1996, combined with increased net earnings before the restaurant gain. Timing differences in receipts of accounts and notes receivable and payment of accounts payable, accrued liabilities and income taxes contributed to the increase in net cash provided by operating activities as well. Net cash used in investing activities during the first three quarters of fiscal 1997 totaled $76.6 million, compared to $7.5 million during the first three quarters of fiscal 1996. The significant increase in net cash used in investing activities was primarily due to last year's receipt of $48.3 million in net cash proceeds from the June 1995 sale of its Applebee's restaurants and related rights. In addition, capital expenditures to support the Company's continuing expansion program totaled $80.4 million during the first three quarters of fiscal 1997 compared to $58.7 million during the prior year's first three quarters. Cash provided by financing activities during the first three quarters of fiscal 1997 totaled $39.8 million, compared to cash used in financing activities of $16.8 million during the first three quarters of fiscal 1996. During the first three quarters of fiscal 1997, the Company received $98.1 million of net proceeds from the issuance of notes payable and long-term debt, compared to $9.8 million during the same period last year. The relatively small amount of debt proceeds in fiscal 1996 was due to the Company's use of cash proceeds from its Applebee's sale to fund expansion during that time period. Included in the fiscal 1997 proceeds was $85 million in principal amount of senior unsecured long-term notes issued in a private placement to six institutional lenders. The Company has the ability to issue up to $115 million of additional senior notes under the private placement program over the next 27 months. The Company used a portion of the proceeds from the senior notes to pay off existing debt, resulting in total principal payments on notes payable and long-term debt of $55.5 million during the first three quarters of fiscal 1997, compared to only $21.9 million during the same period last year. The Company expects to use the remaining proceeds to help fund the Company's ongoing expansion plans. In addition to the changes in debt transactions noted above, net cash provided by financing activities also increased due to dividend payments of only $2.8 million during the first three quarters of fiscal 1997 compared to $5.0 million during the first three quarters of fiscal 1996. The reduction in dividend payments for the period was the result of a one- time timing difference between the Company's quarterly dividend payments during fiscal 1997 compared to the annual dividend payment made during fiscal 1996. Total fiscal 1997 dividend payments are expected to exceed fiscal 1996 dividend payments. The actual timing and extent of the implementation of the Company's current expansion plans will depend in large part on continuing favorable industry and general economic conditions, the competitive environment, evolving customer needs and trends and the availability of attractive opportunities. It is likely that the Company's current expansion goals will continue to evolve and change in response to these and other factors. PART II - OTHER INFORMATION Item 6. Exhibits Exhibit 27 - Financial Data Schedule SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE MARCUS CORPORATION (Registrant) DATE: March 21, 1997 By: \s\ Stephen H. Marcus Stephen H. Marcus, Chairman of the Board, President and Chief Executive Officer DATE: March 21, 1997 By: \s\ Douglas A. Neis Douglas A. Neis Chief Financial Officer, Treasurer and Controller THE MARCUS CORPORATION FORM 10-Q FOR 36 - WEEKS ENDED FEBRUARY 6, 1997 EXHIBIT INDEX Exhibit Description 27 Financial Data Schedule