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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
Current Report
Dated November 16, 2005
of
ZALE CORPORATION
A Delaware Corporation
IRS Employer Identification No. 75-0675400
SEC File Number 001-04129
901 West Walnut Hill Lane
Irving, Texas 75038
(972) 580-4000
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Securities Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) 12 under the
Securities Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) 12 under the
Securities Act (17 CFR 240.13e-2(c))
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Item 2.02. Results of Operations and Financial Condition
On November 16, 2005, Zale Corporation issued a press release reporting its
financial results for the first fiscal quarter ended October 31, 2005. A copy of
the press release is being furnished as Exhibit 99.1 and is incorporated herein
by reference.
The attached press release includes a presentation of earnings and earnings
per share for the first quarter ended October 31, 2005, excluding impairment
charges associated with closing certain Bailey Banks & Biddle stores. Earnings
and earnings per share excluding such charges would not be considered measures
of financial performance under GAAP and should not be considered as alternatives
to earnings and earnings per share as computed under GAAP for the applicable
period.
The Company believes that a presentation of earnings and earnings per share
excluding the impairment charges is helpful to investors. Management will use
earnings and earnings per share measures adjusted to exclude the impairment
charges as part of its evaluation of the performance of the Company. Further,
the Company believes the adjusted earnings and earnings per share measures
provide useful information to investors because the charges excluded relate to
events that had a significant impact during the quarter and will recur with
unpredictable frequency in the future.
The information set forth under this Item 2.02 and in Exhibit 99.1 is being
furnished and shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, except
as shall be expressly set forth by specific reference in such filing.
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 hereunto duly authorized.
ZALE CORPORATION
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Registrant
Date: November 16, 2005 By: /s/ Cynthia T. Gordon
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Cynthia T. Gordon
Senior Vice President,
Controller
(principal accounting officer
of the Registrant)
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EXHIBIT INDEX
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99.1 Press Release of Zale Corporation issued November 16, 2005.